Injustice: Civil War
by Kira is Crash
Summary: Tragedy strikes in the life of Captain America, and slowly becomes the new tyrant. There are only a few heroes still standing against him, but will it be enough?
1. Year 1

Today was supposed to be another day, bad guys attack New York, and the good guys band together and save the day. Fate decided that today was going to be very different. All of New York City is evacuation mode. People stared at their television screens with pure horror. They started to look at the names as it appears on the screen.

Jim Hammond…

Bart Gallows…

Roberto Velazquez…

Bernie Rosenthal…

Joseph Chapman…

Those were just a few names of those who perished in the bombing of with 30 square miles from Prospect Park. All of the active members of the Avengers, X-men, Fantastic Four, and other heroes all came together and help with the rescue effort. Despite being very busy with everything, the heroes couldn't but noticed that there were two heroes who were missing.

….

Over at Ryker's island, Norman Osborn, in his Goblin outfit sat in a chair with a smug on his face. He was very proud with what he pulled off. But he wasn't finished, there was still one more step he needed to complete, but he needed the right players to be in play.

"Osborn, this is sick even for you." roared Spider-man. "Where did you get the Nuke?"

"You want one too Parker? I'm sure your Aunt May will be understanding with you having a nuke." Osborn always got under Peter's skin, but never like this. Norman Osborn committed an atrocity that was never seen before.

"Why'd you do it? You made Cap kill Sharon, and destroyed his home. THIS HAS ALWAYS BEEN BETWEEN US WHY YOU DID GET HIM INVOLVED YOU DISEASED MANIAC!?"

"It's simple web-head. I got tired of losing. No matter how battles we fought. No matter how many girlfriends I've killed. You never broke. I wanted to prove to everyone even the best can break. So after collecting the pheromones from Purple Man, and modified them so Captain America would believe he was fighting the villains this whole time. I wonder how he react to all of this?"

"It won't work." said Spider-man confidently, "Cap will grieve, but he won't break. He will be the hero I know he is." In the background the two heard guards getting knocked around. One of the guard gets hit so hard that his body busts down the door.

"You sure about that?" Captain America walked in, clenching his hands, and a scowl on his face. He marched across the room, getting closer to Osborn.

"Stand aside soldier…" demanded Captain America.

"I'm not a soldier Cap, and I'm taking care of it." said Spider-man. Captain America ignored what he said continued to approach Norman, the only thing separating the two was a single wooden table that seemed to get smaller by the second.

"Is there something you want from me?" asked Norman playfully.

"YOU DRUGGED ME...YOU MADE ME…" as he thought more about what happened to him today, and when he thought about those close to him, he got even more sad.

"Sharon…" he said sadly. The pheromones affected Captain America and thought he was fighting Crossbones. He kept pummeling him down to the ground, screaming and shouting at him to fight back and demanding to know where Sharon was. Eventually the Pheromones wore off and saw the horrifying truth. He wasn't fighting Crossbones at all. He was beating up Sharon Carter, the love his life, to death. When he realized what he had done, he held her body close to him, cried and screaming over her death. Seconds later there was a huge explosion over at Prospect Park, his home. Everything and everyone within 30 square mile radius was instantly gone. Those around him tried to comfort him, telling him it wasn't his fault. But it didn't matter, someone had to pay for what happened.

"My oh my first Bucky, and now Sharon. Those who you care about the most tend to die don't they?" smirked Osborn. Captain America punched Osborn in the face.

"Quit smiling…"said Captain America in a low and gruff tone of voice.

"I don't know what's more pathetic. You, or your belief that I can be locked away and hope I can reform one day." Spider-man didn't need his spider-sense to know what was happening, and he knew to intervene.

"Cap, don't do this. I'll take it from here." He wouldn't budge. Not even an inch.

"Go ahead lock me up, throw away the keys. I'll get out like I always do and we'll do this all over again. The only tricky part is that I can't think of anyone else you know I can kill." He heard enough. Captain America grabs his throat and pins him against the wall, and continued to punch him over and over. Spider-man needed to stop this and fast, so he grabbed on to Captain America's punching arm.

"THAT'S ENOUGH." Captain just looked at Spider-man. While his spider-senses went off, Spider-man assumed the danger was coming from Norman Osborn. Captain America does a leg sweep and leaps in the punches Spider-man in the face, momentarily knocking him out. Captain America's attention then went back to Osborn who was just grinning at all of this.

"I know it's a bit soon. But do you think you'll love again? Maybe the next person you'll love won't die by your hands." Captain America had enough. He didn't care what consequences he'll face. He was going to cross that line, for the greater good he told himself. He lifted his shield, and with all of his might he strikes Osborn's neck, decapitating him. Spider-man was waking up from the attack, and saw everything. Norman Osborn is dead, for real this time. Spider-man had hoped this was the end of it. And while it may take time, Captain America would be back to his old self, and no more deaths. But knowing his Parker luck, that wasn't going to happen. This was the beginning of something much worse.

…

Ever since that day things have changed. Captain America slowly became more aggressive every passing day. There were some members of the Avengers who were concerned with his new change of attitude. But their worry was triumphed over their trust in him. After all Captain America always did what was best for everyone, and they trusted him for it. Captain America declared a ceasefire amongst everyone in the world, and demanded that every nation agree to this. Black Panther was one of the few who saw what was happening, and was the first to leave the Avengers, and went back to his throne in Wakanda.

Wakanda was one of the last to agree to the ceasefire. He knew what this was about, what this could mean to Wakanda, and adamantly refused. A few SHIELD agents attempted to infiltrate Wakanda, but they were quickly discovered and were imprisoned. This drew Captain America's attention and sent over Captain Marvel, Thor, and War Machine.

"T'Challa we need to talk." said Captain Marvel.

"There is nothing to discuss, Rogers sent SHIELD agents into Wakanda. And they will be punished for it."

"So be it then." Said Captain Marvel. She presses a button and reveals hundreds of SHIELD Helicarrier. Black Panther and the rest of Wakanda gazed in horror on what they were looking. Never before did Wakanda have this many outsiders at once.

"Ho...How is this possible?" asked Black Panther.

"Every since you left, Steve became the new director of SHIELD and with Tony's money we were able to construct so many Helicarriers." said War Machine.

"Now what will it be T'Challa, you agree to Steve's ceasefire, or should we demonstrate what happens to all who don't?" said Captain Marvel.

"Tell Rogers, that I'm sorry what happened to Sharon, and Wakanda is not the enemy of the US." satisfied with the responded, Captain Marvel instructed the rest of SHIELD to pull back and head home. Before the three left, Black Panther stops Captain Marvel. "Carol, while Wakanda will not be at Roger's beck and call, if he ever needs advice on how to rule as a benevolent ruler he can seek me out."

"T'Challa don't be foolish, Rogers wouldn't take over the world." said Captain Marvel.

"You and are not that foolish to see where this is going." Captain Marvel left silently, leaving the shaken king to his kingdom.

…

Captain America was in his room in the Avengers Tower, looking over reports of nations agreeing to the ceasefire ever since they heard about what happened at Wakanda. Carol walked inside and gave Rogers a kiss on his cheek.

"Your plan worked Steve."

"I know, I've heard. This plan didn't sit well with Thor and Tony."

"Don't worry what they think. You did the right thing. You did what was needed to be done. I won't let you second guess yourself." said Captain Marvel reassuringly as she hugged him. He reciprocated with a kiss.

"I'm sure T'Challa had more to say." said Steve. Captain Marvel hesitated for a little bit, but regained her composure.

"He offered his condolences, that was all."

"I see." Steve Rogers got up from his seat and proceeded to leave.

"Where are you going?"

"I have to meet Peter...I haven't heard from him for a while now, I'm a bit worried." He continued to leaving Captain America by herself.

…

A doorbell rings. Aunt May wasn't expecting anybody to visit. She opens the door and finds Captain America.

"Hello Ms. May, I hope you are having a lovely day."

"Oh my. Good Afternoon Captain America, please come in and make yourself at home."

"Oh that won't be necessary. I'm just here to see your nephew. Stark has been worried about him and he hasn't seen Peter at his internship for a while now." She let him in and offer him a seat on the couch.

"I'm glad you came. Ever since what happened at Brooklyn, Peter hasn't been himself." Steve just looked down at the ground, Aunt May noticed right away what was going on. "Dear, I'm sorry about your loss. I know what it was like when I lost…." She choked back her tears thinking about what happened to her husband Ben Parker. She regained her composure, and got back up. "Let me get Peter right now." She quickly walks up the stairs leaving Steve by himself. After a few seconds she came right back down. "He'll be down shortly. I'll make you both a cup of coffee."

"Ma'am that won't be necessary, I won't be staying that long."

"It'll be alright, please make yourself at home. It's not everyday I have an Avenger visit my Peter." She walks into the kitchen, and Peter comes down the stairs.

"Hey Steve." said Peter.

"Hey Peter." The two stayed quiet for a bit until Steve finally spoke up.

"Peter where were you? The Avengers needed you with the ceasefire." Peter just stood there quietly for a little bit, and finally spoke.

"Steve, I don't have as much experience as you or Stark as an Avenger. But even I know that you need to stop what you're doing."

"I have to stop what? Stop saving lives? Stop bringing peace to the world?" said the surprised Steve.

"You're scaring everyone." Steve, upset at what he said got in Peter's face.

"GOOD. They should be scared. I want everyone to think twice before they press a button. They should be too scared to pull that trigger."

"You killed a man. A husband, a father…"

"And everytime you let that madmen live, how many more did you condemn? Did you ever feel responsible? Did you ever feel guilty?"

"All the time. But we don't get to decide who lives or who dies."

"One death Peter, One death to save millions."

"That's how it starts." The two stood there, and glared at each other what seemed like hours. "Steve, these are the words I live by and I think you should as well. With great power, comes great responsibility." Steve stood there and just glared at him.

"So what will it be Peter, when can we expect you to be back with the Avengers."

"I'm sorry Steve." Peter pulls out his Avengers card and tosses it to Steve Rogers. Steve proceeds to leave and in comes Aunt May holding two cups of coffee.

"Leaving so soon? I just made this cup of coffee." said Aunt May.

"I'm sorry ma'am, but the Avengers called me. The world needs to be saved from dictators who refuse to give up their power."

"Good let's best remember that." said Aunt May in a stern voice. Steve just looks back and proceeds to leave. She then looks over at Peter with a concerned look on her face. She could see the pain on his face. After all Peter couldn't stop blaming himself about Norman's death for some reason, and he is constantly reminded by it ever since Harry took over OsTech, and announced that in order to fix his family's image, he is providing the Avengers 100% support.

"How are you doing sweetie?" Peter just looked over at Aunt May.

"Aunt May, I have something to tell you…"

…..

Months have passed since that day. Aunt May was not happy about Peter keeping his secret of him being Spider-man. But she couldn't be more proud of him. He risks his life day after day to protect so many lives. The outside world was changing. Harry Osborn continued to support Captain America's plan. He used his resources to create a new form of the Super Soldier pill that increased bone density. For that he was rewarded for his loyalty becoming his Chief Deputy of SHIELD. Although there were many who supported Captain America's ceasefire, there were also just as many who opposed it. With encouragement from Aunt May, Spider-man formed a new group called the Secret Avengers and recruited Black Widow, Hank Pym, Wonderman, and Hawkeye to join him in stopping Steve from taking over the world. They didn't have much of a chance to stop the rest of the Avengers by themselves, so they had to steal the super soldier pill.

Nick Fury, who went into hiding ever since he lost his position, helped the Secret Avengers with finding one of the secret bases located in the Arctic that Captain America developed ever since he became director of SHIELD. Harry Osborn, knew what Captain America was doing and didn't like it. So he secretly allied himself with what the group with a little convincing from Spider-man, his best friend. In return Harry, provided them a new base to plan their operations, and keep Aunt May safe, ever since Captain America. They broke in and stole the super soldier pill, and on their to make their escape Captain America along with Captain Marvel, She-Hulk and Iron Man intercepted them. A fight broke out, and the Secret Avengers put up a good fight, but they stood little chance of making it out. That was when Wonderman decided to take everything into his hands.

"Guys, make sure you get out of here in place." said Wonderman

"What do you think you're doing?" asked Hawkeye.

"Giving you all time." Spider-man figured out what he was going to do, and rushed to his side to stop him.

"This is stupid. You pick now of all times to finally act like a hero?" said Spider-man.

"I'm through with acting. Goodbye." He flies towards Captain America and tackles him through a series of walls and out of the secret base.

"STEVE!" shouted Captain Marvel. "She-Hulk and Iron-man, take care of these traitors. I'll back Steve up." She followed Wonder-man and Captain America leaving the two to fend off against the Secret Avengers.

"We'll take you down just the two of us you…." She-Hulk was cut short by Iron-man who electrocuted her.

"Get out of here now Parker. It won't be long until the rest of SHIELD gets here." said Iron-man.

"Since when were you with us Tony?" asked Hawkeye.

"I'm not, but unlike everyone else, I don't turn my back on my friends."

"Come with us Tony, Steve has gone insane." said Hank Pym.

"Sorry Hank, he is doing what is best for the world. Besides someone has to remind him what it is like to be hero. Look I'm not going to argue with you guys about this. Leave now." The Secret Avengers wanted to talk to him more, but they were on time table. SHIELD was coming, and they were not prepared to fight them. The rest of the team made their exit, cept for Spider-man and Iron-man.

"Something you want Peter?" Peter throws a picture of a young african american girl at Tony.

"Her name is Riri Williams. She was able to reconstruct one of your suits."

"She's like what 15? The girl must be a genius. Why are you showing me this?"

"She used the suit to fight against your Avengers, after they were done intimidating a few citizens." Tony just stared into the picture. His genius intellect knew where this was going. "She did well, until Steve showed up, and well all I can say is she is now in coma."

"Why...why are you telling me this?"

"Because Tony, you may be a billionaire, playboy, philanthropist working for a madman. But I still believe in the man who inspired this girl to become a hero." Tony started to tear up, and then started to cry. He had no words to say to Spider-man and just flew away.

….

Wonderman and Captain America crashed a few miles away from the secret base, with Captain America on the bottom. Wonderman pummeled his face with his fists over and over again as the ice beneath started to crack.

"Steve, you are going too far with everything you're doing. You have to be stop, what was it that you said, by any means necessary?" He continues to hit him over and over again.

"So you're going to do it? Hmph I didn't think the kid had the guts to tell you to do this."

"No…Peter's nothing like you. He still believes in the good in you. But I don't. The Avengers will fall without you. So I have to do what I need to do." He charges up his ion blast, but was hit from behind hard by Captain Marvel. She used her energy to form blades and punctured his stomach twice creating an opening for the ion energy to pour out.

"What's happening?" asked Captain Marvel.

"I've built up so much Ion energy over the years, and now with nothing else to contain it. Well think of it as giant bomb is about to go off and nothing will stop it." Wonderman collapse to the floor, as more cracks appear all over his body. Captain Marvel didn't like what she was seeing and got Steve and flew as far away possible. There was a huge explosion and it was catching up with them fast. Captain Marvel created a shield to protect Steve, and did everything she could to protect him. They were fortunate enough to land at the same secret base, and they chased after the remaining Secret Avengers. They were so close to making the escape. All they had to was go back to their HQ and synthesize the pill. But they luck ran out as Captain America and Captain Marvel caught up to them. Captain Marvel fired an energy beam, and blocked off the exit. Only one member that make it through, Hawkeye. Worst of all he was the one holding the pill.

"We have to get him out of there!" said Black Widow.

"No don't." said Clint using the communicator. "You guys need to get of here fast."

"Everyone else can go I'm staying." said Black Widow.

"Natasha, you were the voice of reason between the two of us so listen to that voice. I'll find a way to get out." Natasha didn't like leaving him by himself, but she knew that Clint had one ability that no one else except for her knew about, his ability to survive.

"I hid a locator in your quiver." said Black Widow

"Of course you did." said Hawkeye.

"Hawkeye, once everything is all cleared, we'll get you out I promise just keep your locator on." said Spider-man. The rest of the team made their escape, and Hawkeye turned around to see the two Captains fuming. He pulls out an arrow and gets ready to fire.

"Do you honestly think your arrows will work?" said Captain America.

"No, it's supposed to make me feel better about my odds."

"Well is it?" said Captain Marvel. He fires an arrow, and the two captains dodged it. Captain Marvel was about to fire an energy beam at him, but the arrow ricocheted off a wall and hit her arm. The arrow forced her to move her arm to the right and made a hole behind him. Hawkeye just smiled and tried to escape through the hole, Captain America threw his shield and at his leg and caused him to fall. Captain Marvel flew towards Hawkeye and threw him to opposite side of the hole.

Hawkeye knew this was it. He was facing two very angry Avengers who have no problem with killing. He had to do something, anything to give Earth a chance. He quickly fires an arrow and it just misses the two and goes straight into the hole. Next thing he felt was nothing. He could Captain continuously punch him with his fists and bash his face in with his shield. And yet he still felt nothing. He wanted to speak, but his mouth wasn't working. This was what dying felt like he thought. His eyes finally closed, and the last thing he saw was the prettiest girl in the whole world, Natasha Romanoff. He thought to himself how lucky he was to be with her.

…

The rest of the Secret Avengers were waiting patiently for Hawkeye. Natasha pulls out her locator and saw him at a new location.

"Everyone look! Hawkeye made it out!"

"How did it do it?" asked Hank.

"He's a survivor, that's how" said Black Widow. They made their way to the location with Black Widow leading. She was so relieved at the thought that Hawkeye made it out. What more is the fact that she got to spend more time with him. The two have been together for many years, and together they thought they could do it all. But to her horror, it wasn't Hawkeye she found. It was just his arrow, with the locator.

"Where is he?" asked Hank.

"He didn't make it…" said Spider-man. Black widow pulls the arrow out and tosses him the pill.

"He pulled through for me, once again." said Black Widow with tears coming down her face. Spider-man comforted her as best as he could, but it wasn't enough. They were supposed to go to Paris, London, and Tahiti after all of this was done. They were supposed to go on more SHIELD missions, and save the world with the Avengers until they were old. But now, it's just her, and she couldn't bear that thought.

"You guys rest up, I'll synthesize the pill and I'll let you know what to do next." said Spider-man The three walk into their own Quinjet and flew off.

…

Spider-man took off his mask and began to watch the computer screen slowly upload the chemical compounds that helped made the super soldier pill. He had to take in what had happened. Most of the Avengers and other heroes have joined Captain America's regime. Those who didn't either died or went into hiding. And he didn't do anything about it soon enough. His trail of thought was cut short by a static noise.

"He's coming!"

"Harry? Why have you contacted me? You're putting yourself at risk!"

"He is coming, get out now Peter!"

"I can't it's not ready."

"Peter you will die!" Peter had heard enough and shut off all communications on his end. It didn't matter at this point because he knew Captain America was finally here.

"How did you find me?" asked Spider-man

"We found a list of secret bunkers made by Fury. Didn't take long for us to find one of them active."

"Why are you here?"

"I'm here to put in the end to this."

"About time. I was wondering when you would get tired of using Government money to make you a new suit every time I kicked your butt." Captain America immediately wraps his hand around his neck.

"Be careful how you speak to me."

"Or what you'll kill me? Please if you wanted to kill me, you would've done it a long time ago. But you didn't, face it you want me to beat you."

"Shut up!" He throws Spider-man across the room.

"Let me guess, the blood on your hands, it's Clint's isn't it?" Captain America stayed silent, he had nothing else to say. "Go ahead justify his death. I can call up Natasha for you and you can tell her how his death was part of the greater good."

"Stop talking!" He throws his shield and Spider-man was able to dodge.

"That would make things easier wouldn't it? If I stopped talking. If I decided to finally get serious and fight you. Funny thing is, right now the only way to stop you is to kill you. And unlike you, I'm not a murderer." He presses a button and the screen plays the wedding of Steve Rogers and Sharon Carter.

"Stop it."

"You failed her."

"I failed? You failed. You failed everyone by showing mercy to that madman!"

"Is this what Sharon would want?"

"I'm doing this for her!"

"You stopped doing things for her, the moment she died!" Captain America was done lecturing and threw his shield again and charged at Spider-man. He ducks out the way of Cap's shield and dodges a few of his punches. He quickly fires a web splat at Cap's eyes, and looks at the screen to see that it was almost finished. He runs towards the pill in order to take it, but his Spider-senses alerted him and was not in time to react to what happened next. Captain America lifted high in the air and threw to ground. He then picks up his shield and breaks Spider-man's back.

"I'm sorry Peter, but you're just too dangerous." Peter struggled to get up and Cap could only look as he struggled. "I've cracked at least two of your lumbar vertebrae, I'm surprised that you're even still conscious." He walks over to Peter and stomps on his back. "Stay down, you can't win this fight." Peter just smiled.

"Wasn't trying to fight you." Captain America looked around to see what he meant and he saw the computer screen flash 100%.

"What did you do?" said Captain America.

"I gave us a fighting chance. We can now make more of these pills." This angered Captain America, so he continuously stomped on his back, causing Peter to feel immense pain.

"Where is it? Where is the data going to? TELL ME!" Despite the pain, All Peter could do was laugh at this. "What's so funny!?"

"I want you to remember, that you resorted to torture for the greater good." Captain removed his foot from Peter's back, and was shocked at what he did.

"I...I didn't mean to…"

"Go ahead make all the excuses you want. Put the blame on me or whoever you want. It would make all of the atrocities you did so much easier to justify. You're not a hero, you're just a thug." From behind of Captain America, someone touches Captain America's shoulder.

"Steve Rogers." Cap still comprehending what had happened slowly turned around and saw the pill gone and the person who spoke to him.

"May Parker." Was all he could say, as she slapped him across the face so hard that he fell face first.

"I'm so disappointed in you." She kicked across the face, "No more." She then punched him square in the face, "Do you hear me?" she continued to punch him over and over again, "YOU DON'T GET TO HURT MY SON ANYMORE!" She done got up, leaving him bloodied, and walked over to pick up Spider-man.

"Aunt May…" said the carely conscious Spider-man. "Did I ever tell you how badass you were just now."

"Shhh dear, you just rest up. The world will need you in the days to come."

"But what about…"

"We got everything we need dear." They stepped onto the teleporter and Spider-man entered the coordinates to their new location. "There's nothing worth saving here." They then vanished and then the teleporter then explodes so Captain America couldn't find him.

… _._

 _This marks the end of the year one of the rise of the Regime. Spider-man has now become the most wanted man on the planet. Odds are stacked against him, and as much as I want to help him, I, Uatu took a vow to never interfere and only watch events unfold. More is to come from this planet, and I will continue to observe and share with everyone what happens in this universe._

 _ **A.N: Hello everyone, like the other stories this has been on mind for a long time and this was something I felt that I needed to write out. I'll still continually write and update my other stories as well. I hope to hear from you all very soon!**_


	2. Year 2

Both sides of the war gathered together. Not to fight, but to mourn. Mourn at Clint Barton's funeral. Heroes from both side got together and honor a man who risked his life everyday, saving the world from the likes of Hydra, AIM, and the Masters of Evil, all with a bow and a whole lot of trick arrows. One by one the guests left, leaving only Black Widow and Thor. The two stayed quiet reminiscing of all the times they spent together saving the world, and celebrating afterwords. Heck it was Thor who encouraged Clint to make the first move, and since then the two were inseparable.

"Natasha." said Thor in order to break the silence.

"How can you still stand with Captain America after what he did to Clint?" asked Natasha.

"He's making Midgard a better place. He didn't mean to…" Black Widow just turns her back, and cuts him off.

"There's nothing more to say Thor…" she starts to cry. Thor wanted to comfort her, but she made her feelings clear, she wanted nothing to do with him. Thor just flies away, leaving Black Widow to grieve. Steve approaches Widow slowly. Feeling terrible was an understatement, after all the blood of her lover was on his hand.

"I'm sorry...It was an accident." said Captain America. Black Widow stood there silently, "I never meant to hurt him, I had to stop him…" Captain America continued to ignore him, and this was bothering him. "Please say something, or do something." She finally turned her head around to look at Captain America.

"You want me to do something?" she turns around fully and fires a couple of a electric shots at Captain America, shocking him. This continued until Captain America finally grabbed hold of her wrists and crushed it. "Go ahead, finish the job. Show me the man who killed Clint. We all believed in you, we believed in the man and not the super soldier." Captain America started to look annoyed at her, he wanted to shut her up. But even he knew that there are some things you don't do at funerals.

"I'd watch your words Natasha." said Captain America.

"Or what? You think the rest of the world as fragile human beings, something that needs to be protected? We are not that fragile, and we will take you down."

"We?"

"Use your deductive skills and look at me closely." He studied her body very closely, and noticed something, and it shocked him.

"You're pregnant…" He started to slowly walk away and when he was far he used a device to teleport himself away. Natasha just looked on and watched Captain America leave.

"Did you get all that Cho?" asked Natasha.

"I told you to call me Prince of Power!" said Amadeus Cho.

"My bad Prince of Power. But you did get all of that right?"

"Yup your lenses recorded everything." She continued to look into the sky, thinking to herself that she will be the one who takes down Captain America.

…

Peter Parker was slowly waking up from his recent treatment. First thing he saw was Aunt May sitting by his side. She explained to him that there are in a new location, that not even Captain America and the Avengers could access, the Sanctum Sanctorum. Doctor Strange had agreed to house him and allow Claire Temple treat his spine injury, but that is all he is going to do. Peter wondered who it was that led Aunt May here.

"What happened...Where am I?"

"Shhhhh dear, you need your rest." said Aunt May.

"I'm perfectly fine, I just need to…" Peter struggled to get up, but with the injury he sustained from Captain America's attack caused him too much pain for him to get up. In fact he can barely move.

"Claire said you shouldn't move too much, it is a miracle that you are conscious right now." said Aunt May. "Besides you are not the only one fighting against the Avengers."

"Hey there handsome." said Black Cat

"Oh god no why are you here?" said Peter, "Aunt May why would you trust her?"

"Dear it wasn't my idea, it was Harry's. Besides she seems lovely and with the condition you're in, we need all the help we can get." She was right, with Captain America stopping all wars and bringing peace to the world, his popularity is at an all time high. He has support from almost everyone, and very few were coming to Spider-man's aid.

"You're right Aunt May." Peter turns to Black Cat as much as he could, "thanks for helping us find safety. How did you get Doctor Strange to agree to this?"

"Trust me tiger, I am much more resourceful than I look." Peter didn't want to think about what she meant by that. But he sure was glad that he had a friend to help him out. " Besides you've been very naughty boy. Captain America has been searching all over the world for you, so together with your remaining Secret Avengers we found Sanctum Sanctorum the safest place for now."

"I appreciate all you've done, but I can't stay here. I need to…"

"You need to stay here. You are in no shape to do anything." said Black Cat. "You need to trust us." As she said that; Black Widow, Amadeus Cho, Silk, Cloak, Dagger, and Iceman, walked in showing Peter that he still has allies with him.

...

Elsewhere in Asgard, Odin was watching events unfold in Midgard. He wasn't liking what he was seeing. Before he didn't pay too close of attention to the events and activities on Midgard since his son Thor was down there. But things have been changing. Someone was consolidating power all over Midgard which could threaten all nine realms. Loki had a feeling about what Odin was going to do and warned Captain America and his Avengers of Odin. Captain America knew of Loki's past and immediately put him in a cell, but to everyone's surprise Loki didn't fight back.

"This is the single worst idea I've ever heard." said Tony in disbelief "Did you forget Steve, that this is the guy who gathered an army of Chitauri and tried to invade all of Earth?"

"I know that decision may seem unwise, but I assure there's a reason for this." said Captain America calmly.

"Unwise? In the time it took you to finish that sentence I thought of three hundred different scenarios. And all I can say is that this is past unwise, this is just flat out stupid."

"I have to agree with Mr. Stark." said Harry Osborn. "He's dangerous."

"He came here to warn us. We may need him." said Captain America.

"He is the Norse God of Mischief, it's in his nature that purposely cause chaos." said Harry Osborn.

"They are right Rogers." said Loki. "Your pets or whatever you want to call them are wise enough to fear me, but you and I are the same." Tony didn't like the comparison. To him Loki was just madman bent on world domination just to feed into his ego, and Steve is nothing like that.

"You are nothing like Captain America! He is making the world a better place. While you...you view everything as your plaything." said Tony. Loki just smirked at that comment. He wasn't too wrong with his judgment of who he was. He knew he caused a lot of pain, destruction, and chaos on Midgard, they were right to fear him.

"If you want to think of me as some kind of monster, then do as you mortals please. But Captain America, we both want the same thing. We both don't want Odin involved in Midgard."

"Steve, he is a literal God of Mischief, how do we know he doesn't have some sort of diabolical plan to take over the world? How do we also know Odin is going get involved?" asked Tony

"I'm just here to offer you my services. If you want me to stay in the cell, fine with me. But know this I am just here to assist you in case my father gets involved." He sits back down in his seat, and waits. Tony and Harry just looked on with caution and wanted to voice their concern, but Loki spoke before they can get the chance. "By the way where is my dear brother?"

"He is away at the moment." said Captain America.

…

Thor along with Vision, and Mr. Fantastic were in Westchester visiting the X-mansion. The students all looked on and a few whispered about why they were here. As far as the students knew no one here broke any laws, and Captain America had supported the X-men. Outside the mansion doors were Charles Xavier.

"Greetings Professor Xavier, thank you for meeting with us on such short notice." said Mr. Fantastic.

"It is quite alright, please come inside." They followed him inside, and more students continued to whisper to each other about the Avengers. Mr. Fantastic and Vision ignored the students, but Thor heard everything they were saying, and it was bothering him. He wondered why couldn't they understand that they are here to help. And even when they entered his office, he still thought about it. They saved the world multiple times, so why didn't they trust them?

"So what brings you three to my school?" Asked Professor Xavier.

"Just a simple check up." Said Mr. Fantastic, "Captain America wanted to make sure everything is all okay, and nobody's getting hurt ever since the new mutant protection act was passed.

"I appreciate what Captain America has done for us." Said Professor Xavier, "but I fear that is not why you are all here."

"You read our mind?" Asked Thor.

"No, I trained myself to never misuse my power like that. And I can assure that my students have no interest in this conflict the Avengers have with Spider-man." said Professor Xavier

"My sensors detect that a few members of your X-Men have expressed assisting Spider-man's team." said Vision.

"I certainly cannot blame them, we always had a close relationship with him. And with what you are doing to the world, I do not blame them for feeling that way."

"We are making this world a safer place, you should be thanking us for ensuring safety to all Mutants!" said Thor.

"I dedicated my life to ensuring both humans and mutants can understand one another and live peacefully. What you are doing is forcing two beings to get along without understanding each other."

"That may be so, but it is still peace." said Mr. Fantastic.

"Enough of this." said Thor, "Which of your X-men members is helping that traiter Spider-man!?" Thor glares down at Professor Xavier. Neither of them flinched.

"As I stated earlier none of my students are interested in this conflict."

"TIS A LIE." Roared Thor, many of the students all took notice of his roar and also at the same time a single thunderbolt was struck.

"Now Thor, you have to control your temperamental attitude. You almost killed someone." said Mr. Fantastic. Thor knew he was right for the most part. Ever since Green Goblin tricked Captain America into killing his wife, and destroying most of Brooklyn, Thor has been bit on edge. He showed more aggressive behavior to everyone, no one was safe with him angry. But he knew he had better control over his powers, so he doesn't know why there was a lightning strike. He took a look outside and knew exactly what it was.

"I must go, Odin called for me." He storms out of his office, and everyone took look outside to see what was going on. They found Thor walking up to Beta Ray Bill, and the two teleported elsewhere. Both Mr. Fantastic and Vision got the information they felt they could gather and left. Professor Xavier looks on as they left. Scott Summers walks up to him with a concerned look on his face.

"Is everything okay Professor?"

"We need to make sure Bobby is safe. And I fear that an inevitable battle is coming. We have to be ready."

…

Thor went back to Asgard with Beta Ray Bill and was asked about his involvement in Midgard by his father Odin. Thor couldn't believe how Odin felt threatened by Captain America. He was enforcing peace in Midgard, and stopping all wars. He thought that this was ridiculous. When Odin told him of Loki's involvement, Thor started to get concerned. He left Asgard to head back to the Avengers Tower, but Odin left him with a warning. If he continues to support Captain America's crusade, he may run the risk of no longer being worthy. He comes back home to Midgard and with everyone else out on a patrol and enforcing Captain America's ceasefire, he was by himself. That was what he thought. He quickly found time traveling X-man Bishop offering to help him and telling him about how the X-men are involved. He became enraged at Charles Xavier's deception. He quickly travels to the X-mansion and demanded an explanation. He heard the same thing as before. His patience has finally worn thin.

"I AM TIRED OF YOUR LIES!" screamed Thor, "YOU WILL TELL ME WHO IS HELPING SPIDER-MAN!" He grabs the Professor Xavier's throat and lifted him in the air. From behind Wolverine bursts in and slashes his back to release him.

"Let him go goldilocks. If the Professor told you there is no one, than guess what? There is no one!"

"You raging beast! You dare strike the son of Odin!" Wolverine charges at him, as Thor throws his mighty Mjolnir and it hits Wolverine out the window. He recalls his Mjolnir and turned his attention to Professor Xavier. His rage was at an all time high and raised his Mjolnir and before anything happened, Thor was teleported to the throne room of Asgard.

"What is the meaning of this Father!?"

"I am disappointed in you Thor. I was a fool to think you were worthy."

"Do you not see what has been happening? Midgard is in danger!"

"You were about to kill a man. For that I stripe you of your worthiness." Mjolnir drops to ground, and Thor did everything he could do to lift it back up. "And I cast you out!" Thor was sent spiraling back down to Midgard, striped of his Godhood.

"So dear brother, you know what it is like to lose favor from Father." said Loki.

"Loki? How did you…"

"Escape? Please your pitiful prison is nothing to the God of Mischief."

"Is this why you are here? To gloat?"

"No my dear brother, I'm just here to help you find a suitable replacement." Thor was weary of this, but he didn't have much of choice here.

"What do you have in mind? What do you gain from this?"

"Something I've always wanted, you and I working together." Thor looked at him for a moment. And After considering everything he followed Loki to find a new replacement.

….

News spread amongst the Avengers of the X-men's involvement with Spider-man. Captain America was clearly not happy. He gathered all of the Avengers and went to the X-mansion and demanded the arrest of Professor Xavier. Iceman saw the Avengers coming and when he heard that they were going to arrest Professor Xavier, He contacted the Secret Avengers and asked for help. Spider-man couldn't join them so he sat with Amadeus Cho and help coordinate the attack as the Secret Avengers went to stop Captain America. In the meantime Iceman went outside to confront the Avengers.

"Cap stop, leave the Professor out of this. It's me you want." All of the X-men looked on in disbelief at this. Bobby Drake, who is normally the jokester of the team, is finally acting like the person everyone berated him over who he always should have been.

"So you're the one who has been helping Spider-man?" asked Iron Man.

"Yeah just, me and me alone. No one encouraged me to join him." said Iceman.

"Why, after all Captain America has done for you all!" said Captain Marvel.

"I know what it is like to be hunted and hated." Iceman started to reminisce his time before he joined the X-men. He spent many days and nights on the run from the mutant hating humans. He was always on the run and couldn't spend a second to take a rest. The rest of the X-men immediately felt the emotion he was feeling. They too all knew what it was like. "I easily could've fought back and kill anyone who would try to hurt me. But I was thankfully saved by the X-men, and they taught me to channel my anger and…" He then started to think about the first time he met Spider-man. He thought finally someone who understood him, someone he can relate to and someone he can trust. "And Spider-man taught me with great power comes great responsibility. I know he is breaking the law, but I say who cares. Your law sucks and I'm willing to help a friend out. Even it means fighting the world."

"Is that so." said Captain America. "Well then Bobby Drake I place you under arrest." Before he could handcuff him, Cyclops fired a optic blast that knocked the handcuffs out of his hand.

"Sorry Steve, I can't let you do that." said Cyclops.

"You ain't taking Frosty anywhere without a fight bub." said Wolverine. The rest of the X-men charged in to take out the Avengers and the Avengers fought back. A massive brawl erupted between the two teams. The Avengers had the upper hand for a bit as some of the X-men were making sure the younger members were taken to safety. The Secret Avengers finally arrived and helped the X-men fight back. They all followed Spider-man's careful instructions. Black Widow was the first to charge against Captain America to fight him one on one. The two went back and forth, it was stalemate thanks to the Super Soldier pill Black Widow took.

"I never wanted to hurt you Natasha, I never wanted to hurt anyone." said Captain America.

"Oh shut up Steve. You were greatest out of all of, you must be able to notice how you are becoming a dictator." Shouted Black Widow. "I'm just glad Sharon isn't around to see who you are now." Captain America rushes up to her and grabs her by the throat.

"Don't you dare you utter Sharon's name!" In one quick second she electrocuted him with as much voltage she possibly could with her gauntlet, and this knocks him down.

"You're lucky Steve, I promised Spider-man that I wouldn't kill you and show you mercy, something you never considered for Clint. Despite everything you've done, Spider-man still believes in you."

"Black window is Captain America down?" Asked Spider-man over the communicator.

"Yeah he is down." She looks around to see the savageness of the Avengers, and show much the X-men are fighting back. She then turns to Captain America who was slowly getting up. "Steve stay down you can't win this, the Avengers are getting overwhelmed." Slowly one by one the Avengers are getting knocked out. And things finally started to look like the Secret Avengers would win. Out of nowhere a giant lightning bolt struck down and axe flew out striking down many X-men members. The Axe flew back to its wielded, Thor and Loki stood next to him.

"Fear the might of Jarnbjorn!" Together with Loki they charged in and fought against all of the X-men. This distracted Black Widow long enough for Captain America to pull out a handgun and fired multiple times at Black Widow. She collapses to the ground, blood spilling all over the ground. She struggled to get up, all she could do was look up and see Captain America slowly walking towards her.

"Y..You Lose." said Black Widow. "These contact lens, recorded everything. Everything I saw, the world saw. You can't hide behind your facade any longer. Everyone now knows you are not their savior. Soon more and more people will rise up against you." Captain America no longer wanted to hear this and left to fight alongside the Avengers. Captain Marvel was able to call in the Sentinels, which gave the Avengers a huge advantage and it didn't take long before the tides turn against the X-men. Thor finds Iceman and grabs hold of his neck.

"Iceman this is all your fault, all of this death could've been prevented if you didn't get involved." He wasn't wrong, so many X-men dead or captured. He wouldn't be surprised if the Mutant Protection Act would be repealed.

"You may be right. But they died for what they believed in. The belief that mutants and humans can live peacefully without a madman in charge." said Iceman

"Kill him Thor." said Loki as he approached the two.

"Thor don't listen to him, he is trying to trick you."

"He will continue to help Spider-man, and continue to bring destruction to Midgard."

"Thor, you can still be the be the hero we all still believe in." Thor made his decision, he took Jarnbjorn and strikes down Iceman. Spider-man had seen enough, and demanded a full retreat. Too many people were dying.

"Cut the feed now." said Spider-man.

"Why? The world needs to see more of Captain America's..." said Amadeus Cho

"No...Bobby is down, Black Widow is down. as well as most of the X-men. We can't win this." While they gained the support from the public, Peter feared that they also unintentionally caused everyone to fear Captain America even more. A few members of the X-men escaped with the Secret Avengers, while the rest were either dead or captured. Thor looked around saw so many dead bodies, and it shook him.

"What have we done?" asked Thor.

"The same thing you've always done dear brother." said Loki.

"Saving the world."

….

A few minutes have gone by, and Black Widow lied on the ground. She started to feel cold. Her only regret was not being able to see how Spider-man will take down Captain America. A shadow approaches her, but she was too weak to look. This must be what took Clint to the afterlife she thought. She heard him mumbling something, but again she was too weak to make out what he was saying. Instantly in the next second she found herself standing in the middle of the woods, all healed up. She looked around to see what happened and saw Doctor Strange.

"Where am I?" asked Black Widow.

"I intervened…" said Dr. Strange. "You are in another universe, where you were fated to die, much sooner than in our universe." She heard a baby crying in a distant, she rushes to see where it came from, and to her shock she saw the baby being held by someone she truly missed, Clint Barton.

"I don't understand…"

"Clint Barton of this world lost _**his**_ Natasha one year ago. While I can't guarantee your happiness. I can at least give you each other."

"But my world's Captain America…"

"I can't take you back there, not any time soon at least. I've broken too many rules. And you sacrificed too much" He opens a portal and before he goes he looks at the baby. "Goodbye Kate Barton. I hope you have a wonderful life." He steps through the portal and the portal closes, leaving the three of them alone.

"Kate…?" asked Clint.

"Yeah that was the name I was going to give to my...our child." said Natasha.

"I've always liked that name."

"I know." Clint just looked at Natasha, tears started to come out, and all he could do was smile and embrace his love of his life.

"Hello pretty ballerina."

….

Not everyone escaped with the Secret Avengers. Jubilee and Shadowcat were on the run in the middle of Central Park. Soon SHIELD agents surrounded them at the Central Parks Carousel. The two were too exhausted to run anymore and embraced their fate. Multiple Gunshots went off and the two thought they were hit. They look around and they saw all of the SHIELD agents dead. They saw a random van in front of them, they common sense screamed don't get in and were wary.

"Get in now! There are more coming!" Again their common sense screamed no, but they had little choice with SHIELD agents coming. They get in the van drove off.

"Thanks for helping us." said Shadowcat.

"Save your energy, we're not safe yet."

"Why are you helping us? Do you want the Avengers after you?" asked Jubilee

"Nothing I haven't handled before. Besides I've seen enough innocent blood being shed, Captain America has gone too far." The two just looked at each other from the rearview mirror Jubilee recognized the driver. The last time they met, she was with Wolverine and they worked together to stop the sell of an illegal Mutant Growth Hormone drug. But she knew what he was capable of and it scared her.

"Are you going to stop him? Even it if means killing him?" asked Jubilee.

"Kill him? No he doesn't deserve death. He deserves to be **punished**."

….

 _Year two of Captain America's rise to power has come to an end. The X-men are no more, and while the Secret Avengers gained new members and small public support. The public also witnessed the the wrath of Captain America and the Avengers can bring down. I still must honor my sacred vow to never intervene, and can only watch. I do hope year three brings more hope to Spider-man and his Secret Avengers._


	3. Year 3

Punisher is sitting on a bench just staring at the Central Park carousel. He looks at the carousel thinking about that fateful day. Bright sunny day, kids laughing, and proud and happy parents look on. Out of nowhere gunshots were fired, innocent civilians caught in a crossfire, and a father holds the bodies of his dead family in his arms. Everyday he thinks about it. All the what ifs, and possibilities that could've prevented what happened to his family. It doesn't matter now, for two years he stayed silent of Captain America's actions. Not only because he agreed with their methods, but also out of his respect for Captain America. He had seen enough. Too many innocent people were getting hurt. He witnesses a family getting harassed by SHIELD soldiers. They claim that the family have voiced their displeasure of all the killings. Soon a SHIELD soldier pulls out his gun and threatens the family. He could no longer stay silent and watch. He gets up calmly walks towards them. He pulls out his handgun and shoots down one of the soldiers.

They all turn towards Punisher, and in a moment hesitation, the father of the family pushes one of the soldier, and his family makes a run for it. The soldiers on instinct turn their attention to the family and prepares to fire. Punisher knew what was going to happen next, he rushes towards one of them, breaks his arm and stabs him with his knife. The other soldier turns around and fires at Punisher. Punisher dives out of the way, and throws a knife at the soldiers throat. He turns towards the family and he sees the mother, and father, crying over their son. He wasn't fast enough to save them, he wanted to console them, but they didn't want to hear it from him.

"You are one of those heroes right!? Why didn't stop this!?" cried out the father, "you could've done something sooner! Stopped this madness! Anything!"

"What are you going to do about this? Can you bring back my son!?" cried out the mother. Punisher couldn't say anything. He left the family alone to mourn for their loss. He no longer could stand by and watch more of this happen. He drives off to his hideout where Shadowcat and Jubilee have been hiding. Together they went off to search for the Secret Avengers. Punisher contacted the only person he knew could help them find them.

"Micro do you copy?" asked Frank.

"Jesus Frank! Where have you been? I've been sitting in my lair for months now thinking you were dead." said Micro.

"It's not a lair, it's a garage. I need you to hack into every surveillance camera you can hack into and find any trace of the Secret Avengers.

"Are you mad!?" shouted Micro. "Wait have you decided to join them or fight them?" asked Chip.

"Join them."

"Are you mad!? You'll be up against the entire Avengers, who have no problem with killing. You'll die!"

"Alright, Alright. Tell me, what would Sarah and your family would say to you right now?" Micro remained silent. A year ago, he was a government NSA analyst who stumbled across a video file documenting how Bishop and Scarlet Witch tortured a kid named Miles Morales, for information on Spider-man. He was shocked and horrified about this. He was witnessing two supposed heroes torturing an innocent kid. At the time he thought about releasing the video, but he couldn't, not by choice though. SHIELD soldiers broke into his office and chased him. He got lucky, the bullet hit his cellphone and saved his life. However, he cannot return home, not yet anyways.

"Low blow man." Micro went ahead searched any video footage of the Secret Avengers. He found a video of Cloak and Dagger under attack. Cloak was knocked out and Dagger was fighting back as much as she could. Micro quickly gave Punisher their location and the three of them rush over to get to Cloak and Dagger.

Ten minutes go by. Punisher, Jubilee, and Shadowcat reached the location and the Avengers have just apprehended Cloak and Dagger.

"Got any ideas?" asked Jubilee.

"Use your powers to distract SHIELD and then will take them out." said Punisher.

"And let every Avenger and SHIELD operatives know what's happening? No thanks." said Jubilee

"I have a plan." said Shadowcat, "Let's just attack them, we have the element of surprise they won't see it coming."

"That could work." said Punisher. They slowly approach SHIELD soldiers, and once they got close enough, Jubilee released a few small plasmoids and they slowly rolled towards each SHIELD soldier. Once they reached their target they all flew up towards their faces and released just enough energy to stun them. Shadowcat runs forwards and phases through each obstacle, and grabs hold of both Cloak and Dagger and makes a run for it. While the Punisher takes the rest of the SHIELD soldiers down. They get to a secure location and waited until Cloak woke up. Shadowcat was able to convince the two to take them to Spider-man.

….

A few months have passed since the battle between Avengers and X-men. Many anti-mutant organizations saw this as Captain America on their side and attempted to gain his favor by hunting down and killing mutants. Although was sure how, but they all mysteriously disappeared. This combined with a dramatic decrease of crime, poverty, hunger, and war gave Captain America almost universal support from the people. There were still few who were in hiding, waiting for the next plan to take down Captain America. So much has happened to the Secret Avengers, they lost key members to their team; Wonder-Man, Hawkeye, Iceman, Black Widow. Their leader Spider-man is still recovering from Captain America's attack, he can finally walk around and move around, but he still isn't 100%. He walked around in the Sanctum Sanctorum and wondered to himself what to do next. He heard a door open, he turns around and finds Cloak and Dagger walking in, he walks towards them to make sure they are okay.

"We made it back." said Dagger.

"Glad you two are okay. How is it out there?" asked Spider-man

"Things have intensified out there." said Cloak. "SHIELD is all over the place patrolling the streets. If we make one small mistake, they'll be all over you."

"Before you ask," said Dagger, "we made it out thanks to these guys." In walks Shadowcat, Jubilee. Both of them hug Spider-man. It's been a while since the last time he last saw them. Unlike the Avengers, Spider-man was able to relate to them due to being hated by New York City, thanks to the Daily Bugle, which recently has been very silent.

"Spidey! So glad that you're okay." said Shadowcat.

"Yeah we all thought something happened when you just disappeared." said Jubilee.

"Well Cap broke my back. That's something." said Spider-man. The two looked at him with distress in their eyes.

"Are there others with you?" Asked Shadowcat. Spider-man just looked down to avoid eye contact, the two knew what this meant.

"Only Wolverine, and Beast made it back with us. I don't know what happened to everyone else. Before they could continue, he notices someone standing by the door, as he took a closer look he was able to recognise the skull on his shirt.

"Oh no. Why is he here?" asked Spider-man.

"He also saved us." said Cloak.

"They said they want to help us." said Dagger.

"Not his help." Said Spider-man pointing at Punisher.

"Whether or not you want my help doesn't matter, right now the way I see it you need all the help you can get." Said Punisher. "I want to bring down this new regime, and let me tell you, you have been going at this all wrong."

"Let me guess we have to use lethal force? We'll only proof Captain America is right." Said Spider-man.

"No, as much as I want to put a bullet through his skull that will only make him a martyr."

"What are you trying to say?" Asked Dagger.

"You've been only turning to Avengers and your friends who you think have the power to take them down. There's a whole world of metahumans and street level heroes out there waiting to take down the Avengers."

"Who do you recommend?" Asked Jubilee. Punisher gave everyone the locations for those he knew would join them, and told others to find them and lay low. He stops Spider-man from leaving.

"You're not going anywhere." Said Punisher.

"I know at least half the people on the list, it would be best if I went."

"Can't risk it. From what I overheard you must be on a lot of painkillers for you to just stand."

"I'll be fine."

"Not going to happen, besides you are needed more alive than dead. If you die then this Secret Avengers movement dies with it. Right now those I've recommended will only join because they know you're the leader, once you're gone this will collapse."

"Gee, why don't you put more of this world's burden on me."

"You're a hero, it's what you do." Spider-man sits back to relax and wait for these recruits Punisher recommended to show up. Having the Punisher with him, made him feel uneasy. After all when they first met, Punisher tried to put a few rounds into him. However he was right, they needed all the help they could get. The Avengers are getting stronger everyday, while the Secret Avengers are getting weaker. The battle at the X-mansion demonstrated to the world how powerful the Avengers truly are, and it scared a lot of people.

...

A few hours goes by and the Sanctum Sanctorum was filled with everyone willing to fight against the Avengers. Along with the Secret Avengers there were: Daredevil, Iron Fist, Luke Cage, Jessica Jones, Moon Knight, and Squirrel Girl.

"Why is Squirrel Girl here?" asked Jubilee.

"Don't let her name and demeanor fool you sparks." said Wolverine. "She fought some of the toughest people in the world and came out on top every time." Jubilee took in what she said and gave him a mischievous smile.

"You lost to her didn't you?" Wolverine just let out a ruff gruff at that statement, as Jubilee just smiled at him. Spider-man enters the room with Doctor Strange to meet with everyone.

"Is this everyone?"

"I think so." said Shadowcat. Before they could continue Wong enters in the room in a panic, as if he saw a ghost.

"Doctor, we need to blockade the door and move quick!"

"What's going on Wong?" asked Doctor Strange.

"There's a powerful spirit coming! We are not safe." They hear a loud banging at the door. The door busts open and the fire consumes Cloak. Once the fire stopped, Luke Cage and Jessica Jones quickly ran up to the door to close it and make sure nothing gets through the door.

"There's no way anyone could have found us. It would take powerful magic to find us." said Doctor Strange.

"There's no time Strange conjure a spell to get us out of here."

"It's going to take some time, I need to find a more secure location." Next thing everyone knew a huge blast of fire goes through the door, killing both Luke Cage and Jessica Jones. They have never seen this much power before.

"Strange get us out of here quick!" shouted Spider-man as he tried to web up the door.

"What's the matter Spider-man scared?" said Punisher.

"Now is not the time to antagonize me."

"I think it is, ever since Cap broke your back you've been too busy wagging your tail to fight against Captain America. The reason why so many of your Secret Avengers are dead because you are useless." Before he could say any more, Spider-man punches him out. He waits for the fires to burn down the webs, and calmly walks outside.

"What are you doing?" asked Iron Fist.

"Buying time." He walks outside to see who or what it was that was attacking them. He saw a giant skeleton covered in flames, he could only think of one person. "Ghost Rider?"

"Foolish mortal. I am not who you call Ghost Rider. I am now free from my imprisonment. I am Zarathos!"

"That's great and all, but if you are anything like Ghost Rider then you are supposed to be the spirit of vengeance, and you just killed two innocent people."

"It matters not they stood by you. And you all shall perish." At this time Doctor Strange finally got the spell ready and teleported everyone away from New York to another Sanctum Sanctorum located in London.

"The size of your stones, I'll never question you again." said Wolverine.

"Doctor Strange what was that? And who is Zarathos?" asked Spider-man.

"Oh no...I'm afraid this realm is in danger. He is a spirit of vengeance, powerful enough to challenge Mephisto himself."

"And he is now working with Captain America why?" asked Iron Fist.

"I do not know, we don't have a lot of time. It won't be long till Zarathos finds us." said Doctor Strange.

"We'll get a move on, but first we need to rest up, Doctor Strange there must be a spell you know to protect us from any and all threats." Spider-man walks towards Punisher who was still recovering from the punch.

"You were trying to get me riled up on purpose weren't you?" asked Spider-man.

"Maybe I was. One thing for sure you've been hiding for more than a year." said Punisher.

"I was healing."

"No he broke your back. I don't know what happened to the rest of you. We need the same guy who dare challenged the Avengers and inspired everyone here to join your cause. The same guy who stared down a demon who could've killed him in a blink of an eye. We need Spider-man." Spider-man knew he was right. They have been on the run this whole time, too busy being on the defensive and react to the Avengers. They need to be on the offensive. He turns his body to leave and move forward with the next steps.

….

From then on, the Secret Avengers have been on the offensive, and went covert ops missions. Punisher found Daimon Hellstrom and together with Satana spread the word all over Hell about Zarathos challenging Mephisto. The Punisher had Doctor Strange send him to underworld and meet with Mephisto. He managed to strike up a bargain with Mephisto. In the meantime the Secret Avengers did what they were instructed. They found out about the fate of Johnny Blaze. He was stripped from his Ghost Rider persona, releasing Zarathos and was put into Ravencroft for going insane. This did not go unnoticed by Captain America, and demanded the Avengers to search everywhere for Spider-man. This caused friction amongst the Avengers as they were being mistreated by Captain America. That didn't matter to him, he needed Spider-man found. He then did something that no one expected. He announced to the world that Peter Parker is Spider-man. Now there was nowhere for him to hide.

In the meantime Punisher had his own plan to follow through. He stole a few parts from Stark, and gave them to Amadeus Cho to tinker with. Punisher gained Amadeus Cho's trust and together they shut down the Baxter Building. Everything was going well for the Secret Avengers. Punisher was tasked to sneak onboard a Helicarrier and upload a virus that would bring down all of the Helicarriers. The Avengers caught on what was happening, and was able to save some of the helicarriers and captured the Punisher. The Secret Avengers dealt a huge blow to the Avengers, and things started to look good for them. This was not how Captain America wanted things to turn out and was furious, and no one was safe from his anger.

"Still no sign of Spider-man!?" Said Captain America.

"It's as if he disappeared." Said Harry Osborn.

"Unlikely, you all need to step up your game and do your job!" Shouted Captain America.

"Better be careful how you talk to us Rogers." Said Thor.

"Do you have a problem?"

"We've stood by you because of our friendship, so don't talk to us like some common soldiers." The two stared each other down. Captain Marvel stepped in to diffuse the situation.

"Okay guys quit having a pissing contest, the important thing is Spider-man needs to be found." The rest of the Avengers agreed and all left to continue the search.

"I had it handled" Said Captain America.

"Steve you better be careful how you treat everyone. The last thing we want to do is turn allies into foes"

"You're right I'm sorry." The two hugged and almost on cue Zarathos appears.

"Any news?" Asked Captain America.

"Who is that?" Asked Captain Marvel.

"This is Zarathos, a demon of vengeance."

"Demon!? You can't be serious."

"I know, he wants to use me for something, and I'll use him to find Spider-man."

"The mortal you call Spider-man has been found. He is hiding in London with the aid from the sorcerer supreme."

"Doctor Strange…" said Captain Marvel menacingly.

"I cannot enter the London's Sanctum Sanctorum, a new spell was placed to stop me from me entering." said Zarathos.

"We'll take care of that." said Captain America. Zarathos vanishes as Vision enters the room.

"Captain America, Captain America. I'm here to update on the information extraction from prisoner 0274."

"Punisher…he said anything yet?" asked Captain Marvel.

"About that…"

….

Punisher was tied to a metal chair in the middle of a cold and damp room. Blood was dripping from his head to the ground, and he was breathing in and out heavily. He barely could think straight. Cold water was thrown at his face and he looks towards Bishop with great disdain.

"You alive traitor?" asked Bishop,

"Funny I was about to ask you the same thing." Bishop knew what he meant and punches him in the gut and in the face.

"You still got a mouth on ya. I would love nothing more to blast you into kingdom come. But, Rogers actually sees some use in you."

"Really? I'm flattered."

"Joke all you want, but you got something very few get. A second chance at life. All of crimes against the Regime will be wiped clean, you'll be a part of the Avengers. You'll be able to administer your version of justice and be regarded as a hero. All you have to do is tell us where is Spider-man." Punisher pondered about this offer. It's not like he needed the public's affection to continue what he did. But, being a part of the Avengers would make what he does easier.

"Tempting, very tempting." But the vision of his wife and his two children appeared before him, reminding him of his mission, and why he did what he did. "During our time together Bishop, you punched in the head one too many times, I seemed to have forgotten." Bishop furious over this, continues to beat him up.

"You pathetic little man. I know what happened to you and your family? You think what you're doing will make them happy? You think what you're doing will bring them back? Face it you're on the wrong side of history, yet again."

"Is that so? At least I didn't sell out my own kind."

"I DID WHAT I HAD TO SAVE MUTANTS." screamed Bishop. "Spider-man isn't the hero here. And neither are you."

"I never was trying to be the hero." The security alarm goes off and instantly everything shuts down. Punisher breaks free from his restraints and slowly walk towards Bishop.

"Wha...What did you do?" asked Bishop.

"I told you...I'm not the hero here." Something glowed below the two Bishop looked down and got an uppercut to the face by Scott Lang, knocking him out.

"Took you long enough." said Punisher.

"Finding you while being microscopic is just as hard as stopping the Avengers from world domination."

"Do you have it?"

"Yeah, I got it." Scott Lang hands over a small device to the Punisher. Together they make their escape.

…

They made it back to the Sanctum Sanctorum in London. Even though there was little time to celebrate, but for the first time in forever the Secret Avengers can take a little breather and rest. Everything was going their way for a change. Spider-man took this time to rest and take in everything. It's been two years since Captain America started the new regime. So many of their friends have been killed, and nothing can fill the hole in their hearts that they left behind. Victory was almost in their grasp, he could feel it. Elsewhere Punisher was away and delivered the device to Micro in a secret location. He gave him specific instructions on what to do with the device and what to do afterwards. Micro understood what this meant, and gave Frank one giant hug, and the two parted ways.

Micro did what he was instructed to do and quickly left his secret lair with all of his belongings. He arrived at a airport waiting in the middle of the night. He could hardly contain his excitement, and at the same time hide his fear. It's been a long time since he has been out in the open like this, he wasn't sure what was going to happen. He knew Frank is a man of his words, so that was the only thing calming him down. He saw a car pull up from the distance, he didn't know whether to run for cover, or call Frank to curse him off for selling him out. The car door opens and out comes running are his two kids. He embraces them both and starts to tear up. Out comes his wife and she too embraces him. They thought he was dead this whole time, and didn't know what he was doing this whole time. The entire family together again quickly followed the driver and got onboard a plane and flew out to a new country, restarting their lives.

…

Spider-man was planning what to do next. The Avengers are down and they have to attack quickly to finish them. His trail of thought interrupted by a loud explosion. He quickly got up to see what that was about, and to his surprise it was the Avengers.

"Knock knock." said Captain America.

"Ho...how did you find us?" asked Silk.

"You're not the only ones with magic on your side." said Brother Voodoo. The Avengers all charged at them, and the Secret Avengers had no choice but to respond back with a charge of their own. The whole room started glow, and a flash of a bright light engulfed everyone, and everyone found themselves in the Everglades.

"How did we get here?" asked War Machine.

"We could not let another Sanctum Sanctorum be destroyed." said Doctor Strange.

"We?" asked Mr. Fantastic.

"Yes we." said Brother Voodoo, "Now may we proceed." Spider-man approached the Captain America first hoping he could reason with him.

"Steve, you need to stop this. Too many people died, and Dr. Strange may not say it but he hates it when guests make a mess on his carpet. Mystical carpets are pretty pricey."

"I need to stop?! You tried to put a virus in all the Helicarriers and almost killing a lot of SHIELD agents. This is on YOU!" Captain America throws his mighty shield knocking Spider-man back.

"Fine, if you want to play rough, let's play rough. Secret Avengers...ASSEMBLE." Everyone on the Secret Avengers takes out the super soldier pill and swallows it, giving them the strength they to fight against the Avengers. "Hehe, I've always wanted to say that." The two sides then collided and both sides were evenly matched. While the Avengers had the powers to help them out, the Secret Avengers had the skills to counteract it.

"You think the pill is going to make a difference?!" said Captain America as he charged in. Spider-man blocks his attack, and delivers a strong jab to the ribs.

"Yeah, you know why?" he then webs his feet and throws him across the field, "I'm no longer holding back, and my team is more united than you think."

"Everybody hold on." said Iron Man, "This is impossible."

"What's wrong Tony?" asked War Machine.

"Just watch this." He projects a news report about a leaked video of Bishop and Scarlet Witch torturing a kid named Miles Morales, for information on Spider-man. Almost everyone could not believe what was shown.

"ROGERS!" roared Wolverine, "This is a new low even for you!" He charges after him with his claws, but was stopped by Iron Man's repulsor blast.

"Thanks Tony."

"Shut it Steve. Once this is all over you and I are going to have a long talk about this." The fight resumes, but the Avengers were to distracted from what they saw. Squirrel Girl was able to communicate an army of fox squirrels and attack Thor. With Thor distracted Iron Fist, charges his fist with chi energy and punches Thor square in the jaw as Silk throws a giant boulder with her webs. Dagger fired psionic light daggers that distracted Captain Marvel, and Black Cat fires her grappling hook and slams her down to the ground. Shadowcat drew Iron Man's attention and did her best to dodge all of his attacks. This gave Jubilee an opening and she unleashed a barrage of energy blasts that took him out of the skies. Beast uses his strength to throw Wolverine and tackles Vision. He tries to get up, but wolverine issues his claws to cut off Visions right arm and punch Vision in the face over and over again. Moon Knight uses his staff to strike Mr. Fantastic, Mr. Fantastic hits Moon Knight in the stomach, and then he gets hit in the face by a miniature Scott Lang and gets thrown across the field. Punisher unloaded everything he had at War Machine. This gave Daredevil an opening where he would rip off his minigun off of War Machine's shoulder and he uses his billy clubs to whack him across his face. The Secret Avengers were going to win, and take down the Regime. All of a sudden a giant fire blast kills Iron Fist, Scott Lang and Silk and everyone looks and finds Zarathos with Loki.

"Finding you mortals was a bit more challenging than I thought. But the Cavalry has arrived." Said Loki. Loki throws a dagger at Beast which Wolverine took for him, since he could survive that attack. Zarathos started to create a huge fire storm and it was taking out other Secret Avengers. Captain Marvel uses this opportunity to strike back and pulls the grappling hook and punches black cat in the face.

"Fighting for a lost cause doesn't make you Martyrs...it makes you look foolish." Said Captain Marvel.

"We'd rather die as martyrs, then as slaves to a tyrant!" Said Dagger.

"You dare call is tyrants? You have no idea what oppression is." She then fires a giant energy beam at Dagger, she tries to his psionic energy to create a shield, but the blast goes through shield and the chest of Dagger. "No…" Black Cat saw this and charges at her at her with all of her fury.

"MURDERER!" She swipes her claws at Captain Marvel, who all she could do was dodge it.

"I didn't mean to…"

"Save it. No matter what you say it doesn't change the fact that you killed her!" The two continue to fight one on one, as everyone else continued to battle each other as Zarathos rains down fire.

"This is getting bad." Said Daredevil.

"I know." Said Punisher. He had hoped it didn't have to get this point, but he had no choice.

"Rise again into the world of man, Mephisto." The sky turns crimson red and from the ground the portal opens and out comes Mephisto.

"What in the hell did you just do?" Asked Daredevil.

"I gave us a fighting chance." Said Punisher.

"ZARATHOS! You dare challenge my rule!" Said Mephisto.

"Your time is the ruler is over. This is for imprisoning me inside a mortal." The two engaged in combat as everyone else looked on. One by one they began to see themselves slowly fade in and out.

"Strange what is going on?" Asked Spider-man.

"Zarathos and Mephisto's battle is creating a temporal rift, it's slowly distorting our reality." Answered Doctor Strange.

"Is there anything we can do?" asked Iron Man.

"There is a spell, but it would require a lot of magic."

"I can help with that." said Brother Voodoo.

"You'll also need a lot of power. Teleporting two demonic beings of their caliber is no small feat." said Loki.

"I can provide that." said Thor. "I may not have Mjolnir, I can still summon a powerful bolt of lightning. The three flies towards the two demons as everyone got as far away as possible.

"You ready?" asked Brother Voodoo.

"Aye. FOR MIDGARD" said Thor, as he summons gigantic thunderbolt.

"BY THE HOARY HOSTS OF HOGGOTH." shouts Dr. Strange as both he and Brother Voodoo use their magic to redirect the thunderbolt, combining it with their magic and hits both Mephisto and Zarathos. A bright light consumes the two demons and the shockwaves knocks out everyone.

…

Spider-man was slowly waking up and he found the rest of his team in another former SHIELD bunker. He looked to see who else was here, and he found Amadeus Cho tending to everyone.

"Glad to see you're okay." said Amadeus Cho.

"Where are we?" asked Spider-man.

"One of SHIELD's secret bunkers, don't worry I had this placed debugged and there is no way the Avengers can find us." Spider-man notices someone was missing.

"Where's the Punisher?"

"He's getting ready for his next mission. I have to say for a guy with a one track mind he sure did figured out how everything was going to play out."

"What?"

"Yeah he gave me a few parts for a side project of mine, and based on what he stole and where he went, I confronted him about what he had planned, and he told me everything."

"You tell me this now? We lost too many lives!"

"You didn't know? He told me he told..." Amadeus Cho realized his mistake, "Oh…."

"Where is he?"

….

Captain America and the rest of his Avengers were doing a lot of public relations damage control. The leaked video really changed a lot of people's perception of them. In response they had no choice to imprison both Bishop and Scarlet Witch for their role. Captain America also sensed a great distrust from the Avengers, and had to fix this quickly, so he called for a meeting.

"I owe you an apology." said Captain America, "Because of my desperation and bull-headedness I've made some questionable decisions. Spider-man knew that and used it against me. It was foolish of me to place my trust in a demon, and I shouldn't have authorized the questioning of a child."

"Don't beat yourself up over it, you were trying to protect the world." said Captain Marvel.

"And look what happened the world was almost destroyed." said Captain America. "This can no longer be about Peter and his Secret Avengers. This has to be about keeping the world safe."

"We have created a world without war." said Vision.

"That's why we fight, so there won't be another Green Goblin." said Mr. Fantastic.

"You're right, And to get there we've all had to make some hard decisions." Captain America saw no one leaving, no hesitation to leave, "Thank you all for standing by me."

…

Spider-man was storming towards the teleporter. He couldn't let the Punisher leave, without explaining what he was doing. He felt betrayed. He thought he could trust him, despite his shaky past, he was willing to stop the Regime. But now he wasn't so sure, and he had to find out.

"FRANK! Where are you going?"

"Gotta patrol the streets. The leaked video should've made a few scum in the world a little too excited. I have to make sure they are punished."

"Don't. You've been playing us from the start haven't you?" Punisher stared at Spider-man, he knew he was caught, it was going to happen.

"Took you long enough. That Amadeus kid, he had figured out weeks ago. He sure is freaking genius. You're lucky to have him."

"Why? I thought you wanted to take down the Regime, instead so many deaths could've been prevented."

"You both deserved to be punished. Captain America becoming a despot. And you...you are too simple-minded to see what was in front of you. You have to be open to any and all possibilities if you want to win this war." Punisher drops a picture and steps on the teleporter, getting ready to depart.

"I trusted you." said Spider-man in a last ditch effort to get him to stay.

"You're mistake. Like I've said, I'm not the hero here, you are. Do me favor, next time you see Captain America, punch him in the face for me." He finally teleports out of the secret bunker, leaving behind a disappointed Spider-man, and the rest of the Secret Avengers, who are still resting from the fight. Spider-man looks down at what Punisher drops, and it was an old photograph. Back to days when it was simpler, and happier. Back when the Punisher wasn't the Punisher, just loving husband and father, together with his family at Central Park, laughing and smiling.

 _Year three of Captain America's rise to power has come to an end. People are starting to lose faith in the new Regime, but the Secret Avengers are in no position to capitalize this situation. I see now that everything that has happened, happened for a reason thanks to an explanation from another version of me in another reality. There are many different realities with heroes who are willing to answer the call, and save the world no matter which reality. I can only hope that Spider-man can realize this soon, and finds a way to reach out to these other heroes. I've been contacted by the other version of me and I have been tasked to watch the same events that had transpired in my reality, with some small differences._


	4. Year 4

Captain America saw how the world viewed him. Instead of changing his ways, he doubled down on his efforts. He raised up an army of SHIELD soldiers, and enforced his new rule without any prejudice. In order to increase the numbers of the members, he started to recruit inmates from the Raft and gave them special enforcer roles with the Avengers. Slowly one by one nations started to fall in line with their rule and those who fought back were quickly silenced. However, the moment Latveria and the Regime formed an alliance all other nations saw it as a sign to fall to their knees. Slowly one by one, all of who once opposed him were quickly taken cared of. In New York, things are back to way things used to be, to a certain extent. Tony was in his office overlooking the city, thinking about what has happened in the past three years. He saw his friends become enemies, and is forced to see his enemies become allies, and witnessed too many people die. His trail thought was cut when his best friends James Rhodes walks in.

"Hey Tony, have you seen the reports? Stark enterprises are making more money than we ever had."

"Yeah...That's fantastic…" James noticed something was bothering Tony, and couldn't stand and watch him be like this.

"Tony it's about the Regime isn't it?"

"Rhodey, Do you believe what we're doing is right?"

"Tony, you became Iron Man when you saw your weapons used to hurt others, and used for war. But yeah I know what you mean…I sometimes think to myself if all those who died was worth it." He notices Pepper Potts leaving in quite a hurry. As far as he knew there wasn't any important meeting, and she hasn't requested to leave early, something was up.

"Sorry Rhodey I have to go do this thing."

"Tony what about the company?"

"Don't worry you said it yourself we're making money then ever, and besides you're in charge for the rest of the day." said Tony as he rushed out and chased after Pepper Potts.

It has been three years since the last time Tony and Pepper have spoken to each other. The last conversation they had was after Captain America lost everything. They talked about what was happening at the time and all the possibilities that could happen from this. Pepper didn't like who Captain America was turning into and didn't want Tony to become like him. He reassured her that he will do everything he can to make sure Captain America doesn't do anything he might regret. Since then they haven't said a word to each other. Tony tried everything he could, but she kept avoiding him.

"Pepper!" shouted Tony as he finally caught up to her and grabbed onto her arm.

"I have nothing to say to you Tony." said Pepper.

"Pepper, what's going on? You've been ignoring me for the past two years. I know I've been busy with Avengers stuff, but still you've been going out of your way to avoid me."

"Guess I haven't tried hard enough."

"Damn it Pepper…" Tony relaxed and calmed down before he continued, "What's going on? Why are you upset?"

"Upset? I was upset when I found out you were Iron Man. I was upset when you promised me you would stop being Iron Man but went back on your word. I was upset last week when my assistant accidentally overbooked my meetings. I am way past upset with you. You promised me you wouldn't let the Regime happen."

"Pepper...It's not that simple. The world is safer now, there are no wars, no crimes, no death…"

"And no freedom."

"Things aren't as simple as it used to be…" Pepper stopped him and pulled out a picture of Riri Williams, "You remember who she is right?"

"Yeah I do…."

"Do you also remember how you stood by when your so called Avengers viciously attacked her and put her in a coma? Do you even know what her family is going through?"

"No I don't…"

"If you spent a little more time down on the ground with the rest of the people and not in your tower, you would know that her family is struggling to keep her alive. They are almost out of money and refused to pull the plug on her."

"I can fix this. I can pay for all of her medical bills and get her the best treatment."

"Fix? You can't just throw money at your problems and hope it goes away. Tony, how many more people have to get hurt until it is too late?" Right before Tony responded, two of the new Regime recruits, Scorcher and Rhino, approaches behind Pepper Potts.

"Ms. Potts you're under arrest for your crimes against the Regime." said Scorcher. Tony quickly turned into his Iron Man suit and stepped in front of Pepper.

"Crimes? Pepper what did you do and who put you up to this? Spider-man?!"

"No one told me to do anything Tony. I did what I did because I still believe that I have the freedom to speak out against something I don't like." She pushes his arm out the way and walk towards the villains.

"Wait hold on, we could work something out, you don't have to arrest her."

"Tony this is the world you helped create, I've made my choice, and so did you three years ago."

"You heard the lady, besides we got the orders from the boss." said Rhino.

"NO!" Screamed Ironman as fired his repulsor blasts at the two. Rhino gets up and charges at Iron Man, Iron Man quickly gets out of the way and tackles him and throws him. He sees the Scorcher approaching Pepper Potts, and he had to act fast. "GET AWAY FROM HER." he fires a laser beam and it goes through the Scorcher's head, killing him.

"I didn't mean to…" said Iron Man realizing what he did.

"You killed him!" said the one of the onlookers.

"You're just as bad as the rest of the Regime." said another onlooker. Iron Man just looks around as everyone else around berate him for what he had done, and Pepper just stared at him with contempt. Not knowing what else to do, he flies away.

….

Spider-man was in the secret SHIELD bunker, silently planning the next attack to bring down the Regime. He tried contacting any and all remaining heroes in the world. Despite the entire world witnessing the leaked torture video, he still had a tough time finding help. The video only served as a reminder to everyone what happens when anyone challenges the Avengers. The remaining members of the Fantastic Four chose to stay out of this battle, and retire. Black Panther reminded Spider-man what happened the last time he challenged the Avengers, he couldn't risk the lives of his people. The remaining members of the X-men were either captured or dead. Most of the Secret Avengers are all currently away resting and waiting for the next plan. It has been months since they last heard from him. There was only one person who has heard from him.

"The stakes have been raised...I could never imagined he would go as far as torturing a kid. I'm running out of options. Harry...I need your help." said Spider-man.

"Correction the world needs my help." said Harry.

"Well someone is clearly compensating." chuckled Spider-man.

"Kidding. But all jokes aside you can't continue to rely on a skeleton and a few pills. You are outgunned and outnumbered. Steve is beginning to recruit the bad guys to track you down and also enforce his peace."

"Who else can I turn to? Either they believe in what Cap is doing is right, or they are too scared to fight."

"You need to be open to all possibilities. There are others on Earth who are powerful and have a stake on Earth."

"You don't suggest I do the same."

"Pete, we're all out of options here. It's do or die at this point. And besides I've already sent someone to you right now, I think you'll like him."

"Wait what? How? There's no way you should've tracked me."

"Amadeus and I have been working together from the start, don't worry your location is still very secured and there is no way the Avengers will ever find you." In the background someone was teleporting in, "I'll leave you to your new recruit. Peter stay safe, the world is depending on us right now." Harry ends the transmission, and turns around to find Amadeus Cho with the parts he has been collecting over these years.

"You ready?" asked Amadeus.

"You're asking me? I'll only get in your way. You have the space and all the materials in the world to help with your project." said Harry.

Back in the secret bunker, Peter walks over to the teleporter and awaits the new recruit. He wondered who it was going to be. Maybe he could be the difference maker for this battle. To his horror it is not who he expected.

"Oh god...not you..." In front of him is someone he never expected. Someone who in the past hunted him and tried to kill him many times.

"Why so glum? You know you wanted this, I know I wanted this, and you yes you the guy who mastered typing with only one hand wanted this." The new recruit, turns out to be Spider-man's nightmare, Deadpool.

….

Whether Spider-man liked it or not, Deadpool is now a part of his team. Together with Jubilee, Shadowcat, Wolverine, Daredevil, and Black Cat they embarked on another mission. They've been attacking different Regime facilities and attempt to weaken the Regime. While it slowed the Regime down, it didn't weaken them. In one of the missions Black Cat gets captured by the Regime's new villain recruits The Lizard and Shocker. Captain America ordered the villains to torture her until she revealed where Spider-man was hiding. She refused to talk so the Regime decided to use this to lure them out. They finally tracked him down outside of Aunt May's house where everyone came to watch and film this occasion. In the meantime Shadowcat was instructed to find Black Cat via a tracker he placed on her. The rescue attempt was successful and the two made their escape. The Secret Avengers got word of Black Cat's rescue and had to make their escape. Jubilee used her powers to blind everyone and gave them the opportunity to escape. Everyone made it back to their secret base, and they were all bruised, and bloodied from the fight.

"Thank you all for your help." said Spider-man, "We dodged a bullet with the Regime and now that Captain America is willing to work with villains, we now know what Steve is willing to do to get to us."

"Yeah no, let's be real here Spidey. He's not after us, he is after you. He wants the itsy bitsy spider." said Shadowcat.

"Well, he is not going to get me. Knowing how far Steve is willing to go he will come after all of you." said Spider-man.

"We can't keep trading punches with the Avengers, we should be more careful and stay underground." said Daredevil.

"I agree with Red. By the looks of things none of us can level buildings even with the super soldier pill." said Wolverine.

"It's time to take the fight to the streets, get people to side with us." said Spider-man.

"Oh you mean the same thing you guys did when you leaked the video of a kid getting tortured a couple of chapters back? Like that really worked out as well as the Fantastic 4 movies." said Deadpool. Everyone was discouraged after hearing that. It seemed like there was nothing else left to do to fight back the Avengers. "Look I didn't mean to be a negative nancy, but know this no matter what the plan is I'll back you up so hard that Sony will look at their movie rights and fu…"

"Language Wade." said Shadowcat.

"What? I was going to say found a way to make it right."

"He's lying." said Daredevil.

"This is why the studio won't put you in the movies."

"For now lay low everyone I'll contact you all." everyone went off to their own ways, while Black Cat stayed behind.

"Pete need to talk." said Black Cat. The two both take off their masks and looked at each other face to face. "Looks like you've been through hell."

"I was going to say the same to you, but you're beautiful."

"You're not so bad looking yourself. Look I'll cut to chase, I can't do this anymore. I'm not a hero, I don't do causes."

"You're wrong, you've been here from the very beginning."

"I joined because of you Spider-man. I wanted to spend more time with you. It's very clear to me now that you can't win this fight, Captain America is too powerful, and the Avengers are too powerful."

"Do you really believe that." she stood there silently. All these years of knowing Spider-man, she knew that no matter who he went up against, no matter what the odds were, Spider-man always found a way to come out on top. But now it's different, now he is up against all of the Avengers and they will continue to grow everyday.

"Run away with me…" said Black Cat, "come with me and leave this all behind."

"I can't do that Felicia. I have to see this through, no matter what ends up happening." said Spider-man.

"I figured you would say that." Black Cat but her mask back on, and proceeded to walk out, "don't expect me to stick around." Black Cat leaves Spider-man and everyone else. The Secret Avengers lost another member without throwing a single punch.

…

Captain America paid a little visit to May Parker. Ever since he revealed to the world Spider-man's identity, people have tried to harass and break into May Parker's house. Captain America couldn't allow May Parker to get hurt, so he had placed security all over her house that ensured her safety. During this time a few members of the Avengers have paid visits to her. To everyone she's very pleasant, and easy to talk to. The one person that's been visiting her the most is Scarlet Spider, a clone of Spider-man who recently joined the Regime. She gave him a lot of insight to life, and served as surrogate mother. She was disappointed with his decision to support The Regime, she still supported him and gave her advice she felt he needed. Captain America heard about what she was telling to Scarlet Spider and wanted to check in with her to see if she knew anything else about Spider-man.

"Hello May Parker. I hope you are doing well."

"I'm doing just fine Mr. Rogers, I hope you enjoy the tea I made."

"It's a little hot."

"It's supposed to be hot." He takes another sip of the tea, and this time he was able to handle the heat. Aunt May knew something was up, and didn't want to wait.

"Why have you come to visit me?"

"I know what you've been saying about me. You think I'm insane is that it?"

"I choose not to say what I really think, it would be impolite."

"You had a lot to say about me to Scarlet Spider. My life is ruled by fear...is that right?"

"I suppose that's why you're here? To offer your seething disapproval of my opinions? Or perhaps you intend to bully me into retracting my statements?"

"I don't care what you think. I don't care what you did in the past. What I do care about is that you know where Peter is." She calmly puts her cup of tea down and calmly looks at Steve, and responded as politely as she possible could.

"Mistaken again. I haven't heard from my Peter for some time now, and even if I did know, I certainly wouldn't tell you." Captain America wasn't too happy with her response and started to glare at her with malice.

"You wouldn't want to make me upset now May Parker."

"I see. The sting from my slap still hurts?"

"Tell me where he is now so I can end this war now."

"Sorry, I'm not as young as I used to be. I can't stay up as late as I used to." She collects the tea cups and walks towards to kitchen. Captain America was fuming at this point. He needed to end this right away. "You can let yourself out."

"Get back here."

"Good night Captain America." She walks away leaving Captain America by himself frustrated and angry about what had just happened.

….

Captain America was getting tired of Spider-man hiding from the Regime and pay for his crimes. There wasn't a line he hasn't already crossed, he figured there was one more line he could cross. He meets up with an inmate from Rikers island secretly, and gave the inmate direct orders on what to do. The inmate didn't like taking orders, especially from Captain America. But he knew what would happen if he didn't follow so he complied.

Back in the Secret Avengers base, Spider-man makes a video call to Aunt May. It's been so long since he last saw her. He needed to see a familiar face after he had been through. Also her birthday is coming up, he wanted to at least wish her a happy birthday.

"Why must you insist doing this Peter?" asked Aunt May.

"Because your birthday is coming up and I haven't seen you for such a long time."

"Can't the Avengers trace this call?"

"Harry made sure it won't happen." Aunt May noticed Peter looked down. More down than usual.

"What's bothering you dear?"

"Nothing I…"

"It's not nothing. Something is on your mind, and it is not my birthday." said Aunt May in a stern voice. Peter knew better then try to lie to Aunt May, especially when she starts using her stern voice.

"Am I doing the right thing here? Am I being too stubborn? I can't deny the world is safer than it was four years ago because Captain America…."

"Is a murderer."

I know...But I've been fighting the Regime for years now. One step forward one million steps back. His regime grows, as my team gets smaller. Black Cat just left, and she made a good point. The Regime have the most powerful beings on their side, and all we have are a girl who can make fireworks, another who can phase through walls, a very angry Canadian with claws, a blind ninja, a insane mercenary who the internet loves, and then there is me…" Peter looked more down the more he thought about who he thought he was and what he is up against, "I'm just a kid who is in over his head. Challenging the most powerful team this planet has to offer, and try to lead a team against them. Some leader I turned out to be…"

"Enough of your foolishness Peter." said Aunt May. "You're not a kid anymore you are 23. You'll find a way, I know you will."

"How can you be so sure?"

"As far as I know you've been selflessly saving lives every single day ever since you were in high school. People look up to you, and inspire hope in everyone." Peter started tear up when he heard this. All his life he was ridiculed, and mocked for everything he did. He never felt appreciated or thanked for everything he did, and felt that no one cared about what he did.

"Thanks Aunt May, if I was there with you right now I would give you the biggest hug a man can give to his loving aunt."

"You're welcome dear, right now the whole world needs you. You have to find a way to stop the Regime."

"I will. I have to go now. I talk to you later." The video call ends and Aunt May sat in her big comfy chair. It has been a very stressful four years for her as well. She hears footsteps in her house, and quickly hid herself. She wondered what had happened to the security system installed by the Regime. She ran out of time, as the intruder found her. To her horror it was Bullseye.

"This is so beneath me, killing an elderly lady. But I have my orders."

"W...who sent you?"

"The devil himself…" said Bullseye with a grin, "now I'll make this simple you'll live, if you make one quick phone call to your nephew."

"Not going to happen." Bullseye almost looked disappointed by her response, but that quickly changed.

"Well can't say I didn't warn you." Bullseye pulls out a bunch of thin sharp needles and quickly threw them at her neck. Every single one of them hit, killing the woman who raised Peter Parker.

...

The news of Aunt May's death spread fast. Scarlet Spider found her corpse and was horrified and furious at what he found. Who would do this to someone like Aunt May, was all anyone thought. The Regime reviewed the camera installed in her house and found that it was Bullseye who killed her. Captain America ordered everyone to find him. Not just because Aunt May deserved justice, but it would draw out Spider-man. Everyone searched high and low for him, and in one night, Bullseye become everyone's priority number one.

Bullseye was on the run. He cursed himself for what he agreed to do. If he had known that everyone was going to find an kill him, he wouldn't have agreed to this. Out of nowhere, he gets hit by a web-line and gets thrown at a wall, and then gets thrown to another wall, and finally he goes high up in the high and slams down to the ground. He looks up to see who it was, it was Spider-man. Before he could say anything, Spider-man repeatedly punches him in the face demanding to know who it was that sent him. Before he could reply, Scarlet Spider arrived and demanded Spider-man to kill him. Despite his urges and desire, Spider-man chose not to give in and refused to kill the animal that took his Aunt. Scarlet Spider demanded that he gets what he deserved. This was when Spider-man realized that this was not Ben Reilly, the Scarlet Spider was really Kaine, his other more violent clone. The two argued back and forth about what to do with Bullseye. Soon Captain America arrived to handle this situation.

"Peter, you want revenge as much as Kaine does, and that is okay. No one will judge you." said Captain America.

"Aunt May would." said Spider-man, "You just want him dead to cover your tracks. I can't prove it, but I know you put him up to it."

"Your audacity knows no bounds. Even after all that happened, you accuse me of murder and assume what I want?" said Captain America.

"Tell that to all those you killed. Your motives are way too clear that it hurts. You're on the wrong side of history here."

"Carol, Thor, Tony, Vision, Reed, and Kaine and the rest of the Avengers think otherwise. Face it you're on the wrong side of history here."

"Don't give me that crap Rogers." shouted Spider-man. "Most of them are on your side because they are scared of what you might do to them. Besides, that doesn't change the fact that you ordered to kill Aunt May just get to me."

"Last warning Parker. Step aside."

"Never." Captain America charges at Spider-man and tries to hit him with his shield. Spider-man blocks his incoming attack and fights back. Due to Captain America's experience in fighting he was able to land a couple of hits and threw Spider-man across.

"He's all yours Kaine." Kaine was ready for this. He wanted to get his around the neck of the man who killed Aunt May. He was ready to strike him down, until Spider-man fired a webline and threw him away. "You don't know when to quit do you?" The two run towards each other to fight. Unlike before Spider-man is no longer holding back. He quickly swallowed the super soldier pill, to give him a bit more of an edge then he already has. The two went back and forth with every blow. Soon Spider-man started to get more vicious with his attacks and soon he got the upper hand. He beat downed Captain America until his face was bloody, he then wraps his arm around his neck preparing to deliver the killing blow.

"Is this what you want me Kaine?" asked Spider-man. "I can snap his neck and end all these years of fighting. DO YOU WANT ME TO KILL!?"

"So I'm supposed to think you'd really break his neck?"

"Why not? I can end all of it right here, right now. With one little snap." The tension between the two was fierce. If one of them made one small move, the other will react immediately. They stared each other down what really was seconds, but it felt like hours.

"STOP!" shouted Iron Man as he arrived to the scene. "That's enough fighting for one day. It's over." He lands and checks on Captain America, making sure he is okay.

"Not until he gives up. How about it dad?" said Scarlet Spider.

"Dad? Just because I'm the original doesn't mean I'm your dad." said Spiderman, "If I was your dad, you would be in time out for life."

"How about now?" said Captain Marvel as she came down with Thor.

"Don't make this ugly Parker." said Thor.

"You're a born warrior Thor. I have no doubt that you'd kill me if it came down to it."

"Then don't let go that far." said Captain Marvel.

"Give it up, you don't stand a chance." said Kaine. Spider-man thought about it for a second. He is reminded by what Black Cat said, he was outmatched and in over his head. Maybe it was time to give up. He then remembered the last thing his Aunt May said to him. He can't give up now, not when Aunt May died believing in her son.

"These are the words that I live by. With great power comes great responsibility. As long as I am still breathing I'll do everything in my power to bring you guys down."

"What is wrong with you!?" shouted Scarlet Spider, "You'd die defending the man who killed your Aunt!"

"What's wrong with all of you!" shouted Iron Man, "We're supposed to be heroes. You all are talking as if fights to the deaths are a thing."

"That's the side you chose, Tony." said Spider-man, "Steve is a murderer and if you stand with him, you're complicit."

"I had enough of this, get out of the way." said Scarlet Spider as he walked past Spider-man to kill Bullseye.

"Get away from him." said Spider-man as he grabbed hold of the Scarlet Spider and threw him away. Captain Marvel and Thor charged right in and started to fight Spider-man. With the super soldier pill Spider-man was able to keep up with both Captain Marvel and Thor at the same time. But the two together were too powerful for Spider-man. This was it, after all these years, the Regime finally has Spider-man right where they want him.

"It's over Peter. You will stand for your crimes against the Regime." said Captain Marvel, "Thor, take him to Rikers Island until Steve is ready to deal with him." Iron Man stood by this whole time and thought about everything that had happened so far. The world is a safer place now, the need for heroes have gone down. He also remembered what Pepper said to him, the look in her eyes when he accidentally killed Scorcher. He wasn't so sure who is on the right side, but one thing he knew for sure was he had to get Spider-man out of here. He quickly grabs hold of Spider-man and flies away to secluded area, where no one can find him.

"Why did you save me Tony?" asked Spider-man.

"Because your Aunt May deserves a proper funeral. Without you it wouldn't be." said Iron Man.

"You know Steve won't forgive you for this. Be careful."

"I'll be fine." Iron man was about to leave until Spider-man stopped him.

"Wait Tony, you're the only one who can stop all of this." Iron man turns around and takes his helmet off and gave him a confused look. "Hear me out. You are one of the most intelligent human on this planet, you have the time and the resources to build a time machine."

"First of I am the most intelligent man. Second are you asking me to do something that is almost impossible?"

"I am."

"Why now...because of Aunt May?"

"Not just her, too many have died. And Steve...as much as I don't want to admit it, but Steve is not Steve anymore."

"Time travel is way too tricky. There are so many unknown variables that will come into play. We don't even know what will change."

"Can't be worse than this. Please Tony at least think about it."

"I'll think about it." He puts his helmet back on and proceeds to leave Spider-man. "And Peter, stop being so reckless. I won't always be here to bail you out." He flies off, leaving Spider-man by himself to reflect upon what happened. This encounter made it painfully clear how outmatched he is, and how far he was from winning this war.

...

Time has passed and both sides got together for Aunt May's funeral. No blood was shed that day, only tears. Peter Parker thought to himself how all of this could have been avoided, and how it was his fault that Aunt May's dead. One by one, those who attended left. Some gave Peter their condolences and offered his support, others berated him. Only Harry and Peter were left at the funeral.

"How are you holding up?" asked Harry.

"I'm at a loss." said Peter. "I don't know what else to do...Aunt May believed in me, and has been with since the beginning. Now she's gone. I don't know what else to do Harry. She said the world is depending on me, but I don't think I can do it."

"You can't give up now Pete. We've gone through way too much and gotten so far. You surely must have one last ace up your sleeve."

"There is one. It's a gene cleanser that I've hidden back in Aunt May's place. The only way to open it is if I get a DNA sample from Black Panther, Thor, Captain Marvel, and Hawkeye. With most of them backing up Captain America, and Hawkeye being dead it's impossible." The two stood to ponder what to do next. Harry came to a realization, something he was glad that he had Amadeus Cho build all this time.

"We were going at this all wrong. The Avengers are Earth's mightiest heroes, therefore they're the only ones capable of saving it."

"What do you mean Harry?"

"What I mean is, who said they had to be from our earth. Come with me quickly." Harry takes Peter to a secret location in New York City. They walk into the secret lab where Amadeus Cho has been working tirelessly all this time.

"What is this?" asked Peter.

"This is a dimensional teleporter. Once everything is complete we should be able to a reality similar to ours and bring over the Avengers." said Amadeus.

"With this we can bring over the Avengers, get your secret weapon and end this once and for all." said Harry. Harry and Amadeus Cho saw something on Peter's face, something they haven't seen for a long time, hope.

"It's almost ready, but it needs a device to hold the energy source." said Amadeus.

"I know where to get one, it's being kept in the Baxter Building." said Harry.

"Shouldn't be too hard." said Amadeus Cho. "Three of the members disappeared three years ago, only Mr. Fantastic is there."

"No, Captain America converted into a stronghold. It is heavily guarded." said Harry.

"Just my luck." said Peter.

"So you're going to break in and steal it?" asked Harry.

"No, I just know the person who is crazy enough to do it." said Peter with a smile.

...

Peter called Deadpool for this mission. He had the skills to break in and his healing factor could help him survive the break in. He contacted him and after a brief back and forth of nonsense Deadpool went off to the Baxter Building. With the help from Harry they were to fool the security system so he could break in easily.

"Deadpool, Deadpool, does whatever a pool of dead can." hummed Deadpool as he was using a special glove to help him climb up the Baxter Building. "Shoots a gun, any size, blasts bad guys just like flies. Look out here comes Deadpool."

"We should trademark this song and make a boatload of cash!" said his inner voice.

"We can't pretty sure we'll get sued for copyright infringement." said his other inner voice.

"This stupid Regime ruins everything that is good in this world." said Deadpool.

"Pretty sure it was like that before the Regime." said his inner voice.

"Whatever, you don't know what is good nowadays." He finally reached to the floor that belonged to the Fantastic Four, he breaks in. Everything was going relatively easy for Deadpool. He reached the room where the device was being held, but the room had a lot of cases and Deadpool wasn't told which case it was in exactly. He went through every single box like any sensible person would do in the situation. Soon the Regime troops came in barging in ready to take him down.

"Freeze! Drop your weapons!" screamed one of the Regime soldiers.

"You want my weapons? You're gonna…" Deadpool said it confidently until he turned around and saw the entire room filled with the soldiers, "have to take it from me? Ah crap…"

"Last warning punk!"

"Punk!? I have you know that while you were learning to spell your name, I was conquering galaxies!"

"No you weren't?" said his other inner voice

"You are thinking of the Kree or the Skrulls. Maybe even the Shiar." said his inner voice

"Shut up guys you're embarrassing me in front of the lackeys."

"FIRE AT WILL." As good as the Regime troops are, Deadpool is just simply better. He was instructed to not kill, so he pulls out two rubber chickens to fight them back. They all fired at him, but with his healing factor he couldn't die. Soon the number of the soldiers dropped down to just one. The last remaining soldier stood there petrified as Deadpool walked up to him.

"Hey pal what's your name?" asked Deadpool.

"Wi...William." Deadpool pulls out his handgun and points at William's head.

"Sorry, blame this one on your boss." He headbutts Will and knocks him out. He continues to search for the device. He finds it and proceeds to walk out with it. Unfortunately for him he gets hit square in the chest by an energy beam from Vision who has a new arm, and Scarlet Witch delivers a final blow, knocking him out.

Back at the Osborn's secret lab, Amadeus Cho and Peter Parker was hard at work with the new teleporter as Harry Osborn was looking at the screen tracking Deadpool. The tracking device goes off and Harry knew immediately knew what that meant.

"Deadpool's been compromised." said Harry.

"Do they know why he is there?" asked Amadeus.

"Doesn't look like it." said Harry.

"He may talk a lot, but he isn't the type to betray the team." said Peter.

"Now what? Without the device we can't complete it." A file pops up and it was the digital schematics of the device.

"He sent it to us digitally?" said Harry.

"Despite how he acts, Wade isn't a fool." said Peter, "he knew he wasn't going to make it out, so he came prepared. You still think you complete the machine?" said Peter as he turns to Amadeus.

"Yeah absolutely." Amadeus went to work immediately.

…

A few more months have passed since, Captain America gets a surprise visit from someone he never would've thought would visit him, Black Cat.

"Tell me one good reason why I shouldn't lock you up?" asked Captain America.

"I'm here to make a deal, I can tell you where Spider-man is." said Black Cat.

"You expect me to believe you are ready to give him up like that? What's your game?" asked Captain America who started to get irritated at what he thought was Black Cat's ploy to get him to fall into a trap.

"You two won't stop until you end up killing each other. To stop that I'll give you his location, and end this war once and for all, only if you promise not to hurt Peter Parker."

"You're doing this to protect Peter?" asked Captain America who understood how she felt. He would've done the same thing if Sharon was in danger.

"Because you love him?" asked Captain Marvel.

"Please tell me...do we have a deal?" said Black Cat as she started to tear up.

At the Secret Avengers new base With the help from the remaining members of the Secret Avengers, things were going smoothly. They have been tracking down different universes, and they found one almost similar to theirs. Unlike their universe, this universe's Avengers were able to respond to the day Green Goblin bombed Brooklyn. The Avengers were fighting the new Masters of Evil lead by Dr. Doom, a team all formed for their revenge against the Avengers. They had to teleport them quickly before the bomb goes off. They were about to teleport them until Jubilee and Shadow Cat came running in.

"Guys Captain America is coming!" said Jubilee.

"Who gave us up?" asked Amadeus.

"It doesn't matter, right now we need to make sure the plan goes through." said Spider-man.

"Where's Wolverine and Daredevil?" asked Shadowcat.

"There are elsewhere doing their own missions." said Harry. Peter puts on his Spider-man outfit and proceeds to walk out.

"Harry, take Amadeus and get yourselves out of here. Kitty and Jubilee continue to work on the teleporter and make sure it works."

"No we have to make our stand." protested Harry Osborn.

"No you two have to get out of here. If Captain America succeeds, then both you and Amadeus Cho are this world's last hope."

"Understood."

"SPIDER-MAN!" Everyone heard Captain America screaming. "COME OUT AND FACE ME.

"Ready for round two?" asked Spider-man. Captain America didn't bother to respond, he charged right at him, as did Spider-man. The fought one on one to stand still, until Spider-man's spider-senses goes crazy. Spider-man didn't have time to respond to it, as he gets hit by an energy beam from behind by Captain Marvel, and he gets thrown by Captain America so hard that he busts through a wall.

"This is the end Parker." said Captain Marvel, "Broken,defeated, and all alone.

"After all of this you can't possibly believe it was worth it." said Captain America, "Face it's over." Spider-man starts to breath heavily. He's outmatched against these two, he is hoping right now that the dimensional teleporter is working.

"Kitty...what's the status of the dimensional teleporter?" asked Spider-man.

"We're almost done, but we need more time." said Shadow Cat. Spider-man knew this was the last and best chance they have to ending the Regime. He couldn't let this end it like this, after all those who died to help get to where he is now, especially Aunt May.

"I hear you...maybe I can finally accept that it's over." said Spider-man.

"Did Pete just say it's over?" asked the surprised Jubilee.

"He must be up to something. He knows what we're doing, and is just stalling them." said Shadow Cat.

"Do I think it's worth it? I don't know…" said Spider-man.

"I do." said Captain America. "It was worth every ounce of pain. Every drop of blood. This world is safer with the Regime than it is without it."

"You enforced peace all over the world, and you stole everyone's freedom."

"This is what the world needs. I've made them safer."

"It's a police state."

"Enough words, it's time to end this." said Captain Marvel as she charges up her next attack.

"No wait." said Spider-man, "this is a conversation we should've had a long time ago. Please...don't let end like this Steve, set aside how much we've fought and listen for a moment." Pleaded Spider-man as he with tears, "Steve, I'm so sorry what Green Goblin did to you. You lost too much, more than anyone should have to bear. But deep down, the Captain America I know must understand that killing him was wrong."

"This is pathetic." said Captain Marvel with a sneer.

"It's the truth. Look at what happened these past four years." said Spider-man. "You infiltrated Wakanda and you were willing to destroy the entire nation…"

"An appropriate show of force." said Captain America, "It was necessary to avoid war."

"To avoid war? Like what you did to the X-men? Slaughtering most of the members."

"That was war. The one you helped start!" said Captain Marvel.

"Is that what you call it? No this feels way too personal. Blood of Clint, Natasha, Luke, Jessica, Silk, Danny, Ty, Tandy, and Aunt May...No sense in denying it Steve." said Spider-man. Back in the dimensional teleporter room, Jubilee and Shadowcat were working as quickly as possible. They knew they were running out of time and had to act fast, Spider-man couldn't stall them forever.

"Once we lock on them, we could bypass the console from inside there. But one of us has stay inside the energy field, and it may be fatal." said Shadowcat.

"In that case I'll do it. It needs to be done." said Jubilee.

"No you don't get to volunteer…"

"It has to be done. You're more tech-savvy than I'll ever be." said Jubilee. "If anything happens you have to be out there, out of harm's way and you'll be able to figure what to do next." Shadowcat knew Jubilee's mind was made up, and there was nothing to change her mind. She stopped what she was doing and gave her a giant hug and cried a little bit. "Tell Logan, don't miss me too much, old man."

"You know him better than I do, he'll miss you the most." said Shadowcat.

Back with Spider-man, Captain America, and Captain Marvel, Spider-man was still trying to stall for time. Throughout the whole ordeal, Captain America sensed something was up. It wasn't out of his character to start talking now, but at the same time why now? Spider-man he knew wouldn't be trying to convince someone to spare his life. He was up to something. He takes Spider-man's mask off and sees an earpiece.

"I knew it. This was just a distraction. Carol make sure he doesn't leave, I'm going to find what he was trying to distract me from." He takes off as Carol grabs Spider-man by his neck. Captain America searches all over the place and finds Jubilee and Shadowcat who were about activate the teleporter.

"WHAT IS THIS?" shouted Captain America.

"The end of the Regime." said Shadowcat as she activated the teleporter. The teleporter is a bit unstable as the energy started to engulf the entire area. In a last ditch effort Captain America threw his shield at Jubilee, but the shield as well as everyone else gets teleported except for Jubilee who died due to being in the center of the energy. Spider-man and Shadowcat found themselves outside of New York city, while Captain America and Captain Marvel found themselves in the Sahara desert.

"Steve looks like we got scattered." said Captain Marvel as she embraced Captain America.

"Spider-man is out there…" said Captain America as he pulled away from Captain Marvel. "FIND HIM NOW!" Captain Marvel followed his orders and flew off, as he called in for the Quinjet.

There was a small flash of light in New York City. Laying on the ground was someone no one has seen in such a long time, Green Goblin. He slowly gets up and looks at the man who stopped him from detonating the nuke, Spider-man.

"This is somehow your fault." said Green Goblin. Spider-man was too busy looking at his surroundings, it felt so familiar and yet so different.

"New York City…"

 _I have watched these events unfold from the very beginning. Many lives lost, and many experiencing such pain. This could be Earth's last and best chance of toppling the Regime. Will these New Avengers help the Secret Avengers? Or will they only hasten the fall of the Secret Avengers. Time will tell._


	5. Chapter 1: Spider-man

_In another world, another timeline. Events have transpired in this reality differently than the one I have seen. Captain America has not been tainted by Green Goblin, and Spider-man did not raise a whole new team to combat the Regime. A world where age of heroes is still alive and thriving. This age of heroes is currently being threatened by the Master of Evil, lead by Doctor Doom. We can only watch as these events happen before our eyes. I can only pray that these Avengers will be the ones who can stop the Regime._

Thor fired multiple lightning bolts from his hammer at Loki and his many illusion clones. Each illusion disappeared from the lightning strike, and the Loki and his remaining illusions fire a magic bolt and it hits Thor. Thor picks himself up as his fellow Avengers are engaging with the other members of the Masters of Evil. In the streets of New York, Captain America as well as Wolverine together fight Rhino, together they were able to take out Rhino. War Machine uses every weapon he has and blasts at Crimson Dynamo. He fires one last blast and it takes him flying towards Iron man who fires his uni beam and takes Crimson dynamo down. Wolverine gets hit from behind by Moonstone, Captain America charges at Moonstone to take her out. Captain America throws his shield and the Shield ricochets off of different surfaces, and knocks out Moonstone. Captain Marvel and Black Panther runs towards Loki in order to subdue him.

"Captain Marvel, Black Panther. Let's wrap this up, we need to head back to the Avenger's Tower." said Captain America.

"I agree, before Doom throws something else at us…" Said Captain Marvel. She sees Crossbones firing a missile that is flying towards Captain America. "LOOK OUT." She pushes out the way and she takes the hit.

"Crossbones…" said Captain America, "Black Panther, make sure Loki is tied up and get Captain Marvel to safety, I'll take care of him."

….

Back at the Avengers Tower, Doctor Doom along with Venom, Sabretooth and Moonstone are attacking Scarlet Witch, Vision, and Scarlet Spider. The Avengers at the tower are doing the best they can fight off the villains, but they are outnumbered. Vision fires an energy beam at Doom, but Doom blocks it and fires his own energy blast it hits Vision and Venom grabs hold of Vision. He then fires a few missiles at Scarlet Spider, Scarlet Witch uses her powers to stop the missiles and redirects them at Venom, freeing Vision.

"Thought you'd have this mess cleaned up by now." said Scarlet Spider.

"My apologies, even I can't perform miracles." said Vision.

"We could really use your help Spidey." said Scarlet Spider.

"I'll be right there, heard there was a special sale at Rikers Island." Said Spider-man. "If I get there soon I'll be able to get myself a Green Goblin."

"Make it fast, we're going to get our butts handed to them soon."

"I'll be there soon." He finally makes it to Rikers Island. It took Spider-man a while to convince the guards there he was here on a task from the Avengers. Once the guards realized he was telling the truth, they lead him deep underground where they held some of New York's most dangerous criminals.

"We know how to do our jobs, we've been keeping an eye on him, and nothing hasn't happen within the past few hours." The guard was about to open the cell door, until Spider-man's spider sense alerted him of a danger nearby. He stops the guard and he finds a wire that was connected to a bomb on the other side. He pulls a gadget, given to him by Iron Man as a just in case gift, and was able to deactivate the bomb. They then open the cell door, and all they found was a deactivated bomb.

"It is a simple check up they said, it will be a peace of cake they said." said Spider-man.

"How did Green Goblin do this?" asked the Guard.

"I have a funny feeling, like the one you get when you order the mystery meat at the restaurant, that he didn't" his spider-senses goes off again, and he tackles the guard away from the door as gunshots were fired. "You must be the one behind his escape."

"Hey timeout that is no fair." said Deadpool, "you were supposed to stand still and just die. It said so in my fanfic, Deadpool vs. The World." The guard runs off, as the two fought one another. They fought to stand still, until Deadpool pulls his katanas and tried to slice Spider-man's head off. He dodges every attack, and quickly fires a web-line and throws across the room.

"You're working for Doctor Doom? Since when did you fight for the bad guys?" said Spider-man.

"Well I'm just trying to follow the plot of my new fanfic. I join the one villain for some reason can ever get right, and in return he helps me defeat the seven evil exs. Right now you're number 4 and 6."

"4 and 6?"

"Yeah you two broke up and got back together, and then made a deal with a devil broke up again."

"Well sorry that I didn't your plot, but right now like any sensible editor, I'm here to change the ending.

 **Fight 1: Spider-man vs. Deadpool**

Deadpool takes out two pistols and fires rapidly at Spider-man. Spider-man leaps up and fires a web-ball that covers Deadpool's entire body. Spider-man then web-swings towards the entrapped Deadpool and kicks him square in the chest. Deadpool gets up, wall jumps and flips above Spider-man's head to get behind him, and hits him with a couple of hits and ends the combo with a leaping uppercut. Spider-man gets up and fires web-line at Deadpool and gets thrown across the room. He then follows that up with a powerful web-mace and sends Deadpool crashing through a wall where there were other inmates. The enforcers all took turns bashing Deadpools face in. Hammerhead delivers a powerful headbutt, and Wilson Fisk uses his strength and throws him towards the opposite side where Deadpool and with Spider-man following closely to another part of Rikers Island. Deadpool slowly got back up and when Spider-man charged in, Deadpool pushes back to create some space between the two.

"If you really can do what a spider can, shouldn't your webs come out of your…" said Deadpool.

"Hey Mister Wiiiiiillllllson~ Shut up." said Spider-man. The two both charge at each other, and Spider-man was able to hit him with a more powerful attack. Spider-man quickly ended the fight by grabbing him with a web-line and slammed him down to the ground multiple times until Deadpool was out cold.

"Your story needs more cowbells." said Spider-man. He rushes out of the place full knowing that Osborn out there. He tries to contact Scarlet Spider but he still got nothing. He figured that something was up. So he then contacted Iron Man to do something about the broken communications and teleporter.

Back in the streets of New York, Captain America was still fighting against Crossbones and was winning the fight. As this was happening, War Machine was providing cover fire for Tony as he was working with Jarvis to fix the communication lines.

"Tony, I don't have infinite ammo here, so hurry it up." said War Machine.

"I've been done." said Iron Man

"What!? What were you doing this whole time!?" Crimson Dynamo's suit shuts down and falls. Hawkeye and Black Widow see Him falling. Hawkeye fires an arrow into the air and and giant cushion pops out of the arrow.

"You know he probably could survive the fall." said Black Widow.

"It's a metal suit, not an airbag Natasha." said Hawkeye. At this time Thor was still fighting against his brother Loki, fighting off his illusions.

"Dear brother, did you honestly think your brute strength would be enough to stop me, the god of Mischief?" said Loki. There was loud thud right behind him. Loki knew what this meant, and feared what was going to happen. He slowly turned around and looked up, before his eyes was the Hulk. "Now I know what you might be thinking…"he couldn't finish his sentence as the Hulk grabbed Loki's legs and repeatedly slammed Loki to the ground multiple times. Loki slowly gets up from Hulk's attack. His legs are slightly shaking and he is breathing heavily.

"You think that was enough to stop a god!? I'll have you know I can conquer realms and topple kingdoms. You are n…." Black Widow from behind shoots a powerful electric shock, taking down the god of mischief.

"Look at that I took down a god. Makes me better than you." said Black Widow.

"Whatever, he was a puny god." said Hawkeye.

...

At the Avengers tower. Vision was doing his best to fight against Doctor Doom. But Doom's mastery of magic and technology was slowly overpowering him. Soon Doom knocks Vision out, as Scarlet Spider and Scarlet Witch had their hands full with the other heroes. Doom was about to give Vision the final blow until Spider-man comes swinging in breaking the window.

"Here I come to save the day~" said Spider-man.

"This is beneath Doom." said Doctor Doom, "Take care of him Brock." Venom walked towards Spider-man and roared loudly.

"We will feast on your flesh."

 **Fight 2: Spider-man vs. Venom**

Venom lunges towards and swipes at Spider-man using his claws. He then uses his own webs and throws Spider-man around. Spider-man gets up and fires multiple web balls. Not to entrap Venom, but to damage him. Spider-man uses his web-mace to send Venom back and he bounces off the wall and Spider-man follows up with an air combo. Venom fires his own web-ball and that too traps Spider-man. He then gives him a combo of his own that ends with Venom turning his upper torso into giant mouth and chomps on Spider-man. Spider-man creates space between the two.

"We want to eat your brains." said Venom.

"Don't you know what consent is? No means no." said Spider-man. The two both charge at each other, and Spider-man wins the clash. He then throws Venom to another wall, and hits him with another web-mace. Venom falls out of the Tower and it raises an alarm, and a slew of Iron Man suits flew out and starts to attack Venom as he was falling. He finally lands outside of the Avengers Towers and landing on top of him is the Hulkbuster, knocking him out.

"Tasted like chicken didn't it?" said Spider-man. He came back to the Avengers Tower, to confront Doctor Doom. "Venom, Sabretooth, and Moonstone. Breaking up is always the toughest part, but don't worry we took care of it for you. You're all alone."

"All were just a means to an end." said Doctor Doom.

"All you psychopaths are alike." said Spider-man.

"Do not compare I Doom to likes of others. The world is incapable of self rule."

"Your rule isn't any better." said Spider-man, "Last I heard one of your robots got caught rodeoing on one of your secret nukes."

"You're testing my patience for the last time." said Doctor Doom.

 **Fight 3: Spider-man vs Doctor Doom**

Spider-man fires a web-ball, but Doctor Doom fires an energy beam that destroyed it. Spider-man pressed a button and an energy beam from one of the security system hits Doctor Doom. Doom created a wall of rocks fired at Spider-man, he leaps above and Doom then fires purple energy beams from his fingers and it hits Spider-man. Spider-man gets up and web swings towards Doom, and kicks him square on the chest. Spider-man doesn't let up, he knows what Doom is capable of doing, he charges in punches him a few times, then bends down to kick him, and then ends the combo with a leaping uppercut of his own. As Doom was falling, Spider-man grabs of Stark's armor and throws it at Doom, hitting him. He charges at him while he was down, Doom pushes him to catch a breather.

"This is beneath Doom." said Doctor Doom.

"You mean fighting me or getting your butt whipped?" said Spider-man. The two charge at each other and then Spider-man wins the confrontation. He fires a web-line past Doon, and leaps forward. He pulls himself using the web, giving him an extra boost of speed and punches out Doon.

"Here's a gift from the American people." Spider-man webs him up as the other Avengers in the tower escort the villains out. Alarm goes off and a red light starts to flash the room, attracting everyone's attention.

"What is that?" asked Moonstone.

"It's mind your damn business alarm." said Scarlet Witch. Vision and Spider-man together check to see what the alarm was about. They see Green Goblin setting up a bomb at the statue of Captain America and Bucky in Prospect Park.

"My scanners detect that there's a high concentration of radiation in the bomb." said Vision.

"You don't need science to tell that the bomb is nuclear!" Said Spider-man, "Doom what were you thinking!?"

"Osborn destroys most of NYC, thus creating an opening for my Doombots to come in and…" Scarlet Spider punches him out.

"He was done."

"Vision make sure Doom and his cronies get transported to the Raft, I'll contact everyone and stop the bomb." Spider-man quickly runs out and swings towards Prospect Park as quickly as he could. "Calling all Avengers, Code Red. Get to Prospect Park immediately!" He was the first one to get there as everyone else was making their way.

"Ah Spidey, I'm glad you came. Did you come to see the fireworks up close and center?" asked Green Goblin.

"Nah I'm just here to tell you that your car is being towed, years of villainy and you still don't have enough money to a $50 ticket?" said Spider-man. He notices the bomb, and noticed that the bomb was ready and armed.

"Don't worry about this little bomb, it's this little doo-hickey you should be worried about." Everyone was coming towards the Prospect Park. Captain America was riding on his mortorcylce, while Thor, Iron Man, War Machine and Captain Marvel were flying in from the sky. Black Panther was close by running towards them, while Hawkeye leaped off from his flying motorbike to get closer and get a clearer shot, as Black Widow was driving.

"Keep him talking kid." said Captain Marvel.

"Don't wait for me Tony," said War Machine, "Just Go!" Tony uses thruster boosters to fly as fast as possible.

"You press that button eight million people will die." said Spider-man.

"Correction eight million and two." said Green Goblin, "I planned on watching the show from a distance. But now that you're here, let's say we have this one last dance." Everything around Spider-man went into slow motion. He fired a web-line at the detonator, but Green Goblin moved out the way. He fired another one and Green Goblin dodged again. Using the two web-lines Spider-man pulled himself towards Green Goblin. As he dived forward, a blue energy formed around Hawkeye, Thor, Black Panther, Captain Marvel, and Green Goblin. Soon as Spider-man got within an inch from Green Goblin, Spider-man and those who were surrounded by the blue energy vanished.

…

Green Goblin and Spider-man slowly woke up and found themselves in a new and a somewhat familiar place. Goblin quickly found the detonator and rapidly pressed the button hoping something would happen, but alas nothing.

"This is somehow your fault." said Green Goblin.

"New York City…" said Spider-man, "and yet it's so...different." Green Goblin charged at him, but Spider-man's spider-sense went off and dodged out of the way.

"I may have been a little sentimental before." said Goblin. "I'll be fine without you."

 **Fight 4: Spider-man vs. Green Goblin**

Green Goblin throws a pumpkin bomb at Spider-man. It hits him causing a small explosion. Spider-man gets back up and fires an impact web that hits Green Goblin, and fires a web-line at his feet and throws him to the opposite side. He gets up and calls his glider to fire bullets at Spider-man. Spider-man creates a web-shield to block the bullets. Spider-man web-zips towards Green Goblin for a combo, Green Goblin creates space between him and Spider-man.

"The itsy bitsy spider is about get squashed." said Green Goblin.

"With what? That Fanny Pack?" said Spider-man. The two collide and there was a draw. Spider-man decided to end this right here and right now. He dives forward with a kick that sends Green Goblin in the air. He then leaps into air and continues to dive past Goblin, hitting him and leaving behind a strand of web. He continues until Goblin is totally wrapped up and Spider-man lands on top Goblin as he collides to the ground.

"Stay down and shut up." said Spider-man. A swarm of SHIELD agents surround the two. But something was different, the SHIELD agents always had the best of the best equipment, but these agents looked like they are prepared for war.

"HANDS IN THE AIR! YOU'RE BOTH UNDER ARREST!" shouted one of the SHIELD agents. Green Goblin sees this and starts to laugh uncontrollably. He has seen NYPD threaten Spider-man before, but never SHIELD.

"I SAID HANDS UP WEB-HEAD." one of them fires a warning shot. "NEXT ONE WON'T MISS." Spider-man complies with the demand and lifts his hands in the air. He then pulls out a device that Stark gave him, and it emitted a wave of intense sound vibrations and all the SHIELD soldiers and Goblin, covered their ears and were on the ground writhing in pain. Goblin, endured it long enough for him to call for his glider and escape out of there, as did Spider-man.

….

Spider-man made his escape and after he knew he was far away from SHIELD, he lands on top of a building and he sees another arrest being made.

"Damn thought we finally found the Secret Avengers." said one of the SHIELD agents.

"Nah, these guys are too sloppy. Probably they're the new Goblin gang." said another SHIELD agent.

"Still can't believe we had Spider-man in our grasp and we let him get away!"

"Yeah let's hope Captain America doesn't hear about this." Spider-man looks on in horror over what he heard. He is not sure what happened to this world, but he was able to guess what was going on. One thing was sure, something is very wrong with this reality.

"I'm in a nightmare…."


	6. Chapter 2: Thor

In another part of New York City four heroes; Captain Marvel, Black Panther, Thor, and Hawkeye stood on top of a building overlooking the scenery. To them this was a new world, and yet at the same time it was very familiar.

"New York city...sort of." said Captain Marvel, "Temporal displacement? alternate timeline?"

"Could be either. We may have jumped to a different dimensions. Or, events in our own timeline have changed and we're in a new altered present." said Thor.

"Amazing you managed to say something without answering her questions." said Hawkeye.

"In any case, we need to determine which. If Goblin's bomb detonated, we need to get back quickly." said Black Panther.

"Avengers tower should've detected something. And yet I'm getting a worse reception then the tooth fairy and the easter bunny showing up to Macy's Thanksgiving parade." said Hawkeye.

"The Wakanda's archives! If there is an altered timeline, we might find the triggering event there." said Black Panther.

"It'll be faster if I take you there." said Thor. "Once I take you to Wakanda, I'll return back to Avengers Tower and we'll reconvene there." Thor takes Black Panther and teleports him to Wakanda. He leaves quickly to make sure no one else catches the two. He makes it to Avengers tower first, beating Captain Marvel, and Hawkeye.

"That is why I am a god." boasted Thor. As he walked around the tower to find anything that can help him. He noticed the rooms seemed off as the rooms he knew were supposed to be were all over the place. At first he figured this was just side effect of past events changing. He then hears a loud scream coming from a room nearby and heads to investigate it. He peaks in and sees Scarlet Witch and Vision. They looked different than what he is used to, more vicious and battle ready. They were with someone, it was Deadpool. Thor recognized him from their previous adventures, he was glad to see him getting hurt, but he quickly noticed that this isn't just normal routine of him saying something crazy, and then gets hit. This was torture.

"Last chance Wilson. Tell us where your boss is!" demanded Scarlet Witch.

"I would tell you, but the beating you two gave me made my head little fuzzy. I think he is Andrew Garfield or Toby McGuire?" said Deadpool, Scarlet Witch uses her magic to send painful shockwaves all over his body, and he again screams in pain. "Maybe I should've said Tom Holland." Scarlet Witch uses her powers again and again he screams in pain, "OOOOHHHH...CANADA." Thor saw enough and decided to step in and fired a lightning bolt at Scarlet Witch to stop the torture.

"Is this how we do things here?" asked Thor. Scarlet Witch and Vision looked up and took notice of him.

"Thor? Since when were you worthy again?" asked Scarlet Witch.

"Something's not right…" said Vision, "He is Thor, but something's different…"

"Is it because he has the hammer?" said Deadpool in the background. Vision fired an energy at Deadpool to shut him up.

"That is enough! Release the talking man at once." demanded Thor. Scarlet Witch uses her magic to entrap Thor in crimson bands. He slowly descended to the ground as the two approach him.

"Not so mighty now." said Scarlet Witch.

"After we're done here, we'll go have a chat with the High Councilor." said Vision. Thor summoned enough strength to break free from his chains and the shockwave caused Vision to get knocked out, and grabs Scarlet Witch and threw her towards the lounge area of the Avengers Tower.

"Whoever you are…" said Scarlet Witch. "You're under arrest!"

 **Fight 1: Thor vs. Scarlet Witch**

Thor fires a lightning bolt at Scarlet Witch. She blocks it and uses her magic to fire energy ball at him. He leaps up and slams Mjolnir down to the ground causing a shockwave and trips up Scarlet Witch. He rushes towards her as she got up, and punches her in the face and he then hits her with Mjolnir and throws it at her knocking her back down. She quickly got and used her magic to keep him still so she can hit him with swift punches and kicks. He breaks free and then punches her again. She creates space between the them to catch a breather.

"My hex magic will take you to hell." said Scarlet Witch.

"No thanks, I'm already seeing Hela next tuesday." said Thor. The two charge at each other, with Thor managing to overpower her. As she got up, he grabs her and launches Mjolnir into the sky and then throws Scarlet Witch in the air. He recalls Mjolnir and it takes down Scarlet Witch down.

"Witches be crazy." Thor notices Vision slowly getting up. He wanted answers to everything that is going on right now.

"You'll pay for that." said Vision.

"I'll get Stark to pay for it." He walks over and helps Vision up, "Tell me, who is behind all of this? Who is the High Councilor?"

"Want me to talk?" Vision then fires an energy beam from his forehead at Thor. Thor gets knocked back from the attack, creating space between the two, "Let's talk about how much trouble you're in, and how High Councilor will love to hear that you're out of the picture."

 **Fight 2: Thor vs. Vision**

Vision goes intangible and flies down into the ground and appears below Thor to give him a flying uppercut. Thor gets back up and throws his hammer just Vision fires another energy beam. Thor picks up Mjolnir and throws it harder then before and goes through Vision's energy blast and it hits him. Thor rushes over and slams Mjolnir on the ground launching Vision into the air and he jumps up and throws him back down to the ground. Thor picks up a large hanging screen and throws it at Vision. Thor comes rushing in again, and Vision deflects Thor's attack, making space between them.

"Mjolnir deems you unworthy." said Thor.

"I've lifted it before." said Vision. The run towards each other, and it was stalemate. The two backed off, Thor immediately follows this up with him flying towards Vision, hammer first, knocking down Vision.

"Try lifting Mjolnir now." said Thor. He walks over and pulls apart Deadpool's restraints, freeing him and lifts him up.

"My knight in shining armor. You've come to rescue me." said Deadpool.

"Uh what?" said Thor.

"Did I just say that outloud?" There was a brief awkward pause between the two. Neither one of them knew what to do in the situation. Then suddenly Thor's communicator rang.

"Thor! Do you copy?" asked Hawkeye.

"Hawkeye, what is it?" asked Thor.

"Oh thank god." said Deadpool.

"We're under attack, could use your help."

"I'll be right there." He turns around to ask Deadpool a few questions, but he had disappeared. He had little time to ponder where he was, he had to go and help the others.

….

Hawkeye was hiding behind a garbage dumpster getting ready to fire his trick arrow. He looks over and sees Captain Marvel knocked out. He gets out of hiding, and prepares to fire, but one of the attackers, Loki, fires a magic bolt and knocks the arrow away.

"It's amazing how you've managed to keep up with just a bow and arrow. I'm sure the High Councilor would be happy to hear about Hawkeye's death." A Lightning bolt strikes down, missing Loki, and he looks over to see Thor.

"Dear brother, since when did you take orders from a mortal?" said Thor.

"The Regime is providing me the means to take the throne from father. An alliance was logical, so for now I tolerate mankind, as well my real brother Thor."

"So he has joined your side."

"Of course he did, as do all who wish to live."

 **Fight 3: Thor vs. Loki**

Loki threw one of his daggers at Thor, but Thor blocked the attack and follows it up with lightning blast. Loki quickly teleports behind him and hits him his scepter three times. Thor gets up and grabs the dumpster and throws it at Loki, hitting him. Thor hits Loki hard enough for him to bounce off the wall into the air and Thor leaps up for an air combo, and hits him down to the ground. Loki quickly backs off before Thor could continue to fight.

"Brother stop this foolishness." said Thor.

"I'm only taking what is rightfully mine" said Loki. The two run towards each other, and Thor won the collusion. As Loki got back up, Thor summons a lightning bolt from the sky and it hits him. Loki was stunned for a few seconds and Thor punches his brother out.

"Stay down brother." Thor walks over to both Hawkeye and Captain Marvel who were still recovering from the ambush. He made sure they were okay and helped the two back up. "Can't believe my brother was strong enough to take you both on."

"It wasn't just him." said Captain Marvel still groggy, "There was one more."

"Me." They looked up and saw this universe's Thor.

"I see my other doppelganger came as well." said Regime Thor.

"I also see you got yourself a haircut, and no mjolnir. Figured you would be unworthy." said Thor.

"I no longer need mjolnir. I have something better, Jarnbjorn. Besides I'm still about order."

"I'm sure father was pleased to hear that when he stripped mjolnir away from you."

"Easy for you to say. Tough choices were made to help protect Midgard…"

"Save it...time to kick my ass."

 **Fight 4: Thor vs. Regime Thor.**

The two both threw their own respective weapons at each other, and all it did was bounced each other off. Regime Thor slammed Jarnbjorn down on the ground that created a small earthquake. Thor loses his balance and Regime Thor rushes in with a combo to take him out. Thor gets up from the attack and grabs Regime Thor and throws mjolnir in the air and then launches Regime Thor in the air as well. He recalls mjolnir and hits Regime Thor sending down to the ground. Regime Thor hits him with a heavy strike with his Jarnbjorn and bounces off the wall opening up another air combo. Thor gets up and decided to remind his counterpart why he was known as the god of thunder. His eyes glowing in blue, and sparks of lightning form around him. With his increased strength Regime Thor couldn't keep up with him, so he pushed him back with all he could.

"I'm the real god of thunder here." declared Regime Thor.

"If that is true, where is mjolnir." retorted Thor. The two collided and Thor came out on top. Thor decided to finish the fight now. He hits Regime Thor with his hammer up in the air, as Regime Thor starts to lose speed, Thor flies by and nails him across the face with mjolnir, and flies by again and continues to smash Regime Thor's face and ends it by throwing mjolnir with all of his might down at Regime Thor and he crashes down to the surface.

"Well that was surreal." said Thor.

"And a bit disturbing." said Captain Marvel as both she and Hawkeye walk up behind him.

"Yeah not going to lie, I'm glad Spider-man decided not to pull a prank on you by cutting your hair." Joked Hawkeye. The three hear police sirens, and they knew they couldn't stay for long. The all got out of the area as quickly as possible.

"Hiding from the cops...Aren't there any good guys here?" asked Hawkeye. The three ran into a familiar figure. The same spider insignia on his chest, but his outfit...it has seen better days. The figure quickly took off his mask to get a clearer view of the three. The three heroes saw the look in his eyes, he had been through hell and has been beaten down so many times. But at the same time in his eye was pure joy and hope for the future.

"I think there might just be." said Thor.


	7. Chapter 3: Black Panther

Back in the original universe, those who didn't get teleported were back in Avenger's tower working diligently in order to figure what happened. They even called Mr. Fantastic to assist them. Captain America approaches Tony Stark, and Reed Richards as they are hard at work.

"Nothing yet?" asked Captain America.

"The energy's signature from the park doesn't match with anything in the database." said Reed.

"If only I was fast enough to catch up with them. Then I'd probably be with them a develop a machine to do something." said Tony.

"Don't beat yourself too much Tony." said Captain America, "We'll find them, we have to."

…

Meanwhile in Wakanda, Black Panther was in his royal archives trying to read and learn more about what happened to this Earth. He found that this Wakanda was more or less the same as his Wakanda. As he was riding through the archives, the royal archivist approaches him about an upcoming visit from the two outsiders about treaty negotiations.

"I assume you were looking through all of these records for the upcoming treaty negotiations with the high councilor." said the royal archivists.

"Yes...the treaty negotiations of course." said Black Panther. "You wouldn't happen to know where I can find more information on the high councilor."

"I'm afraid not. Steve Rogers have been less willing to share their inner workings with Wakanda." said the royal archivist, "And they mock Wakanda for being to isolated." Black Panther just looks at him, "My apologies my king."

"It's quite alright. Tell me what you know. Recount the events of his ascensions." the royal archivist looked confused at this order and Black Panther knew this, so he had to think of an excuse quickly.

"A thorough review might illuminate new strategies for the negotiations." The archivist was surprised and humbled by this request, and bowed.

"Four years ago, the criminal Green Goblin deceived Captain America into killing his wife and unborn child, and destroying Brooklyn. Consumed by grief, Captain America killed Green Goblin."

"Yes...we all remember where we were that day…"

"Afterward he showed no mercy. Judge, jury, and executioner, he and other like-minded Avengers quickly reined in the criminal element."

"No doubt that made him quite popular."

"He quickly consolidated his power, and now all nations answer to him. Many have tried to stop him, but all those who opposed him were quickly silenced."

"I see, so there's no one left to stop him..." The Archivist noticed the slight disappointed tone in his king's voice. He was wondering why King T'challa throughout all the years of Captain America's ascent to power, he never did anything about it. And now, he sounded disappointed that there's no more opposition. Before they could continue with the conversation, a Wakandan guard approaches the two.

"Sire, the high councilor's envoys await at your throne room." Black Panther silently walks away and heads straight to the throne room. As he enters he sees War Machine and Iron Man waiting for him to enter. He ponders for a moment to think about how he should approach this. Even though they are with Captain America, but would they still help him out? Questions to think about for another time, right now he needed to get the negotiations over with so he can contact Thor and get him back to the rest of the Avengers. He approaches the two, and tried to be as welcoming as possible in order to not raise suspicion.

"Mr. Stark, Lieutenant Rhodes, welcome." said Black Panther.

"Your highness, it's an honor to be in Wakanda." said Iron MAn.

"Come now, don't act like this isn't your first time here." said Black Panther.

"But it is…" said Iron man.

"You've been very reluctant to open up the borders until four years ago, when…." said War Machine. He stopped mid-sentence remembering how the last time he was in Wakanda it was not the most pleasant experience and did not want to anger him, "I apologize, I'll stop right here."

"It's quite alright we have a treaty to discuss." said Black Panther.

"Right the final draft." Iron man pulls out the document detailing the treaty, "Rogers is glad that you've agreed to his terms." He hands the document over to Black Panther, and then proceeds to read the treaty. He was outraged. The treaty detailed how Wakanda will now answer to Captain America, and will have control over it's army. Wakanda will get nothing in return.

"Is there a problem your highness?" asked War Machine.

"This is complete subjugation. Captain America will rule Wakanda."

"That's what you agreed to, that's what we expect." said Iron Man.

"You threaten me? Tread carefully Stark."

"Sorry BP, we have our orders." said Iron man. He flies towards Black Panther and at the same time War Machine fires a small missile at him. Black Panther leaps forward and above Iron Man and the missile hits Iron Man. Black Panther charges at War Machine and knocks him out as Iron Man slowly got up and approached him.

"You can tell Captain America...He will not have Wakanda!"

 **Fight 1: Black Panther vs. Iron Man**

Iron Man fires a uni-beam at Black Panther, Black Panther leaps forward and dodges the uni-beam and throws a small vibranium dagger hitting Iron man. Black Panther lands safely and dashes forward to uses his claws swipe across Iron Man's face, and leaps in the air again to kick Iron Man in the back of his head causing him to fall to ground hard enough for him to bounce right back up, and he then swipes upwards and then does a windmill kick. Iron Man gets up and fires an repulsor blast from his gauntlets hitting Black Panther, creating space.

"Face your armor is nothing compared to my Vibranium claws." said Black Panther.

"Want to bet on that?" said Iron Man. The two charged at each other and Black Panther gets backed up to a wall. He then leaps towards the wall and bounces off of it and lands behind Iron Man delivers a powerful kick knocking him out.

"Your orders be damned." Declared Black Panther. War Machine just got back up and fires his mini gun at Black Panther as he dodged the bullets.

"Let's not take this any further," said Black Panther, "I want to speak to Captain America."

"You don't get to talk to Captain America," said War Machine, "you do what he wants. Whether you want to or not."

 **Fight 2: Black Panther vs. War Machine**

War Machine fires his minigun, and it hits Black Panther. He dashes forward with small energy blade formed around his fists and slashes at Black Panther. Black Panther gets back up and leaps forward quickly and pounced on top of him and slashed his face over and over again. He gets off of him and he picks up a spear that was standing in the background and throws it at War Machine and hitting him square in the chest. Black Panther charges forward and War Machine pushes him back.

"You really want to challenge a colonel?" said War Machine.

"I am the King of Wakanda what do you think?" said Black Panther. They rush forward at each other and collided, War Machine gets sent flying back. Black Panther dashes forward and gives War Machine a powerful flying kick knocking him out. "You both make sorry diplomats."

Shortly after their defeat, the Dora Milaje came in and surrounded him, and then this universe's Black Panther entered.

"Parallel Earth it is." said Black Panther.

"Who are you working for outsider? Killmonger? Klaw?" asked Regime Black Panther.

"I am King T'challa of Wakanda, the Black Panther." said Black Panther, "Unlike you, I do not allow outsiders have so much sway over Wakanda."

"Mind your tongue."

"You would give away your kingdom like it was nothing, to an outsider!?"

"The treaty requires all nations to end any and all forms of aggression towards one another, and in return he will still recognize our autonomy."

"Don't be so naive, the treaty also states that all control over Wakanda's army will be forfeited to him, you trust someone like him with that much power!?"

"A necessary compromise."

"More like appeasement." Regime Black Panther didn't appreciate the condescending tone of voice in his counterpart and order the Dora Milaje to attack to him. Black Panther's enhance strength, speed, agility, and mastery of different styles of martial arts took out the Dora Milaje. The Black Panther charged in to take advantage over his counterpart not paying attention to him. He jumped right in, and Black Panther threw him to the stand in order to create space between the two.

"I had planned to offer you help." said Black Panther, "but I've changed my mind."

 **Fight 3: Black Panther vs. Regime Black Panther**

Black Panther dives forward and lands on top of his counterpart and slashes him over and over again. He gets off of him and lets his Regime counterpart get up. The Regime Black Panther leaps back towards a wall and as he gets closer to Black Panther, he pulls out a vibranium dagger and slashes behind his back. He then picks up a cleaning robot that was driving by and threw it at Black Panther. It explodes on impact and he goes flying. Black Panther dashes forward swipes at the Regime Black Panther. He goes at him again and his counterpart breaked away from him.

"You disgrace Wakanda!" said Regime Black Panther.

"All you do is yield." said Black Panther. They charged at each other and at the Black Panther was standing tall. He then leaped into the air and flipped backwards and all of sudden he disappeared. The Regime Black Panther didn't know where he was and the next thing he knew he kept getting hit all over the place until he was finally knocked out.

"Now let's discuss revising your foreign policy." The rest of Dora Milaje come running in and surrounded him. They all pointe their spears at him as Regime Black Panther got up.

"Kill Him." They all charged in and Black Panther prepared for another fight. Everything started to slow down around him, slowly to the point where everything stopped. Black Panther thought this was adrenaline kicking in and his perception of time was being altered. But then he realized that they really did stop. He looked around to see what may have caused this, and then saw black aura rise from the ground, and out came Blackheart.

"They do tend to fight first don't they," said Blackheart, "Though I may have stoked the flames a litte."

"Blackheart…Why are you here?" asked Black Panther.

"Ever since Mephisto disappeared years ago, there has been a giant war in Netherworld to claim the new throne. I was in need of some help and with little souls coming. I recently searched for any sense of aggression and sought it's cause."

"You did more than that, you were the one that brought us here."

"No I did not. But I can guess who did."

"My fire doesn't need stoking. Blackheart you will tell me who."

"You presume to command me mortal?"

"I am. AND YOU WILL OBEY."

 **Fight 4: Black Panther vs Blackheart**

Black Panther was on high alert level, this was a demon from Hell and from what he remember hearing from Doctor Strange that this one of the most powerful demons he had faced. Blackheart summons a demon from the ground and holds onto Black Panther, leaving him open for an attack. Blackheart uppercuts him and as Black Panther comes down, Blackheart releases a few flying demons that all collided against him. Black Panther gets back up and throws another cleaning robot at Blackheart and it explodes upon impact. He chases after him and delivers a powerful kick that sends Blackheart out of the throneroom all the way out to the wilderness. He gets trampled by wild Rhinoceros, and the last Rhino hits him and gets sent flying and crashes into a flying Wakandan plane crashes down to the wilderness of Wakanda. Black Panther followed him and dashes forward and Blackheart pushes back.

"I'll claim your soul when I'm done with you." said Blackheart.

"Easier said than done." said Black Panther. They come charging at each other, and Black Panther won the clash. He needed to end this now, He dives forward and unleashes a barrage of claw swipes, punches, and kicks. "This is the law of the jungle," said Black Panther before he ends the barrage with slashing Black heart with both claws.

"You're weak Blackheart." said Black Panther.

"The conflict in Netherworld has been too fierce and it has left me in vulnerable state." said Blackheart as he slowly got back up.

"If you didn't send us here, then who did?"

"Those who seek the end of Captain America's reign, the Secret Avengers."

"Heroes?"

"If you mortals would like to call them that. There are a few left. Everyone else either joined him or were eliminated." Black Panther knew what he meant by that, and was disheartened.

"He killed them…"

"He also has former villains as you would call them on his side, either bought or... coerced."

"I need to get back to my team…" Said Black Panther, realizing the grime situation he is in, "Send me to them." Blackheart used what little strength he had to send them to the Secret Avengers base.

….

When Black Panther arrived he sees Hawkeye taking a pill with Thor and Captain Marvel waiting to see if it is safe to retreive Black Panther.

"How'd you get here?" asked Captain Marvel.

"Blackheart." He anticipated the three heroes to be on high alert that the Blackheart from their world came as well so he quickly soothed their fears, "not our Blackheart."

"We know." said Hawkeye, "Meet not-our-Spider-man." In walks this world's Spider-man, and Black Panther notices that this Spider-man is walking with more confidence and his suit is more armored then the one he knows,

"First the Avengers arrive and now I don't have to risk anyone to get BP out of Wakanda, everything's coming up Peter." said Peter Parker, Black Panther then notices Hawkeye taking a pill.

"Headache?" asked Black Panther.

"Trying to prevent one." said Hawkeye.

"It's a modified super soldier pill." said Peter "The Regimes' top scientists worked tirelessly to make it."

"How can a pill…" asked Thor until he was cut off by Peter.

"It increases the tensile strength of the bone and tissue, so someone like Hawkeye can keep up with Thor."

"That's crazy, no pill can match me." said Thor.

"Didn't stop your counterpart from following Captain America's crazy plans for world domination." said Captain Marvel.

"That reminds me," said Black Panther, "I met a couple of evil counterparts in Wakanda."

"No not evil," said Peter, "They're either scared what Captain America is going to do them if they don't follow him, or they forgot what being hero is supposed to be like."

"So you're the only one left." said Black Panther, everyone hears a door and Harry Osborn enters the room.

"He's not the only one."

"You are?" asked Thor.

"Harry Osborn, and before you all react yes I am Norman's son."

"And unlike his father, he stayed out of crime and decided to help his best friend." said Peter.

"You're only friend." said Harry

"You're really going to do this now, you're embarrassing me in front of our best chance of winning."

"Ahem." said Captain Marvel as she got the two's attention, "Can you explain why you chose us? We were kind of busy saving the day."

"Don't worry, your transfer somehow prevented the nuclear bomb from detonating." said Harry.

"How did you know about that?" asked Hawkeye.

"We've been monitoring your world for quite some time, and we needed you four to help us with retrieving a weapon." Everyone in the room was not comfortable with the word weapon. Unlike their counterparts, they are not okay with brute force and killing.

"Weapon!?" exclaimed Thor, "You kill him, you're no better than he is."

"Calm down, this weapon is a gene cleansing. It'll get rid of the Super Soldier serum that runs in Steve's blood." said Peter. "The weapons is back in my old home, and I need your DNA to get it."

...

In the Avengers tower, Captain America was quietly looking at a monitor that was looking over the status of the re-education of the Hulk. It took the Regime a long time to capture him, and he was getting frustrated at how resilient he is to it. Entering the room was Captain Marvel wearing a sexy dress to see her love Captain America.

"Looks like the re-education process is going better than expected," said Captain Marvel. Captain America quietly ignored what she said and focused on his work. Carol Danvers picked up on this, she knew that in his heart was Sharon, and she didn't want to replace her.

"Steve, are you sure you're comfortable with this? With us?"

"Yeah...of course, I was to busy with my work."

"I'm not trying to replace her. I just thought we…"Captain America hated to talk about Sharon, or anything involving her, so he stopped her.

"I know. I'm fine." Carol knew that he didn't want to talk about this, and moved on from the topic.

"Thor wanted to speak with you, he said it was important." Carol walked off as Thor entered the room.

"High councilor," greeted Thor, "we have a problem I ran into someone who looked alike Captain Marvel, Hawkeye, and myself."

"It must be Peter's Secret Avengers." said Captain America, who still remembered what happened last time they met. He had Peter in his grasp and almost ended the Secret Avengers. But he got teleported away from them and by the time he got back they were nowhere to be seen. "Find them. And any others that might be out there. I want to know everything."


	8. Annual Year 1: Fantastic Four

Brooklyn, New York, three years ago. Before Captain America took the life of Norman Osborn and took over the world to stop all violence and took away everyone's freedom. Two individuals, Human Torch, and his girlfriend Crystal were enjoying their day in Brooklyn. Crystal had always wanted to try pizza, as Johnny Storm would always tell her how pizza from New York is the greatest thing in the world.

"I promise you Grimaldi's pizza is the best." said Johnny Storm

"I'm just saying it better be worth the trip, Black Bolt doesn't like it when I'm down here." said Crystal as he flew next to him.

"It will be, have I ever disappointed you?" said Johnny.

"Well there was this one time…" said Crystal but was cut off by Johnny.

"That was a skrull and you know it." Johnny gets a distress call from the Thing about the Masters of Evil attacking the Avengers Tower. They bickered for a little bit about, but ultimately Johnny knew Thing was right. "Sorry Crystal, I have to cut our date short. The Avengers needs the Fantastic Four's help, chrome dome is back at it with world domination."

"No worries, I was wondering why our date lasted this long," she kisses him on the cheek, "I'll be waiting." The two fly off to their own destination.

… _._

This wasn't supposed to happen, was all Johnny Storm could say to himself over and over again. Everyone around was there to stop the Master of Evil from taking over New York, but they still couldn't stop Green Goblin from nuking all of Brooklyn. Worst of all Crystal was suppose to be there waiting for him to save the day. He wore an outfit that could protect him from the radiation, and flew towards Brooklyn. He desperately hoped to find Crystal alive somewhere. He searched all over, and he found her dead...the bomb had killed her. All he could do was cradle her body and cry out her name. The rest of the Fantastic Four arrived shortly to find Johnny, his older sister Susan Storm, and Ben Grimm comforted Johnny, while Reed could look on with horror. They went back home to the Baxter Building, Johnny, Susan and the Thing were watching TV to watch the news coverage about the incident while Reed called the Avengers about what happened.

"Damn it, they aren't answering." said Reed.

"Reed, does anyone know what happened?" said Thing. The door opens, in came Spider-man. He wanted to check up on his friend Johnny. He found out about Crystal's death and after what happened to Captain America, he wanted to make sure Johnny was okay.

"I do." said Spider-man, "It was Green Goblin, he tricked Captain America into killing Sharon Carter, which set off the nuclear bomb."

"Oh my god…" said Sue Storm, as everyone reacted in shock.

"That's not all...Cap...He…."

"Don't say it...please...don't…." said Thing.

"He murdered Green Goblin…" Everyone was silent, until the Thing broke it.

"Osborn...he may be nothing but two-bit scum...but for Steve to do that...I can't believe it." Spider-man walked up to Johnny Storm.

"Johnny you doing okay? I heard about what happened to Crystal. Whatever you're feeling it's not your fault. It's mine...Green Goblin is my responsibility, and I let this happened…" Johnny just looked at Spider-man.

"No Pete, it's not your fault...It's Cap's fault." He walks out to the balcony and looks over the horizon. Smoke, and death was in the air. People below were scared, sad, angry, and confused, he saw it all. "FLAME ON!" He flies off to by himself

"Johnny!" screamed Spider-man as he chased after him.

"Don't Pete...Let him go." said Thing.

…

Few weeks have past and Captain America during that time went into seclusion refusing to see anyone and wanted to be by himself. He finally came out when there was giant memorial for all those lost in the attack. Everyone was there, including the Fantastic Four to pay their respects. After the funeral Captain America decided to use this time to make an announcement to the world.

"My name is Steve Rogers, and like everyone else here I lost someone dear to me by the madman Norman Osborn. What he did can never happen again. Monsters, and Psychopaths can no longer roam free with us. I have decided to call for a worldwide ceasefire. Either all hostilities stop immediately, or I will stop it for them." Johnny heard all of this, and knew what this meant. After the funeral he approached Steve to talk about this.

"I'm sorry about what to Sharon. I was there, I was with Crystal, I got the call and I promised her that I'll meet with her in Brooklyn…She didn't make it...When I got there she was already dead. I'm not trying to compare what I lost to what you lost. What I'm trying to say is on some level I get what you are going through. It's the worst kind that makes me want to burn stuff, I get it. But what I don't get is why did you have to kill him?" Captain America just stood there and glared at him.

"Why? Do you not know what he did?"

"Yes I do know. But how could you do that? Every hero out there, they do what they do because of you. Hell every time I go out there to save the day, I feel I have to earn the right to be out there wearing my symbol because of what you represent."

"You want to earn that right? Then join me, help me save this world, by any means necessary."

"You mean like what you did to Osborn?" Captain America stood there silently, "I'm sorry I can't do that." Johnny Storm flew away and back to the Baxter Building.

….

"He's gone crazy." said Johnny Storm to the rest of the Fantastic Four. "He is supposed to be the best of us, and he's out there talking about the possibility of killing?"

"I don't like it either Johnny." said Reed, "But he does have a point, there needs to be a change."

"You can't be serious stretch." said Thing.

"Reed you know I love you, but this is insane he's gone too far and will only go farther." said Susan.

"I understand all of your concerns, but I've done the math. By following Captain America there's a higher chance of world peace. The numbers don't lie."

"FORGET YOUR NUMBERS REED." shouted Johnny, "Numbers can't differentiate what is right and what is wrong. Reed your big brain must know what is going to happen. Cap is going to take away everything from everyone, and will kill anyone who will get in the way. HOW CAN YOU NOT SEE THAT?"

"I acknowledge that Cap's plans has it's faults, but it is the best case scenario." Johnny had enough and stormed off with Thing and Susan following him. Reed was by himself, and secretly contacted Captain America.

Johnny was in Reed's lab and was trying to figure out how to turn on the dimensional teleporter and tried to search for something. He never had Reed's intelligence, but worked tirelessly to find it. Thing and Susan came in and saw Johnny searching for something.

"What are you trying to do?" asked Susan.

"I'm trying to turn this stupid teleporter on, and send Captain America the one place he can't get out of, the Negative Zone." said Johnny.

"How are you going to do that Johnny? By asking him pretty please?" said The Thing.

"I don't know, maybe? Are you two going to help or not?" said Johnny.

"As much as I don't like the idea of fighting ol' red, white, and blue, I know what has to be done." said Thing, "What about little Susie?"

"Johnny you're my brother, no matter what I'll back you up." said Susan with a smile. There was a small explosion that created a hole in the lab. From the hole out came Captain America, She-Hulk, and Reed.

"Reed! What is going on?" asked Thing.

"Sorry Ben, but I can't let you guys getaway with this." said Reed.

"Don't be sorry, they are traitors. They made their decision the moment they disagreed with Cap." said She-Hulk.

"Let's not do this, just come with us peacefully, and we promise nothing will happen to you three." said Captain America.

"Not a chance. FLAME ON!" Johnny Storm, turned into Human Torch and threw a fireball at Captain America, and Captain America blocked it with his shield.

"It's clobberin time." She-Hulk and Reed leaped into battle and took on Susan and The Thing, while Human Torch flew towards Captain America and tackled him. She-Hulk took on the Invisible Woman, she created barriers to protect herself from She-Hulk's blows.

"How could you support Cap on this one Jen." said Invisible Woman, "You were one of us, and you turn your back on us!"

"I'm only doing what is right, and right now you three on the wrong side of history." said She-Hulk. Susan created a bubble around her head. "Really trying to cut oxygen off? My lungs are just as strong as my body, I can fight you as long as I want tom" she then threw a random debris and Invisible woman dodged out of the way, and fire small bubbles to hit Jen in the stomach.

The Thing was also throwing random debris at Reed, as Reed stretched his body in a way to dodge all of the Thing's attacks, and wrapped his body around the Thing's body. "Ben, please be reasonable. You three can't win this fight. Even if you somehow get out of this, it's you three against the world. No matter how you want to look at it, you're not going to win."

"You don't think I know that?" said the Thing as he continued to struggle, "Reed, it's always been like that. Us four together. Johnny's hot headedness, my love for clobberin, little Suzie being the voice of reason, and you always finding a way out of any situation. We always found a way to beat the odds Reed. The only thing that's different is you here." Reed felt a little bit guilty at what Thing said, and accidentally loosened his grip. This allowed the Thing to break free and threw Reed away.

Human Torch kept firing fireballs at Captain America, as he just kept dodging each attack. As Human Torch flew in towards Captain America, he smacked him across the face with his shield and Human Torch fell to the ground and turned back into Johnny Storm. "I appreciate your passion. But this is not a fight you can win."

"What...you're going to murder me like you did to Green Goblin!? Your justice is a joke!" He fired more fireballs, but Captain America smacked each fireball away with his shield.

"Playtime is over." Johnny Storm got up, but Captain America kicked the side of his leg so hard that it broke. He then lifted him up and threw below ground and he then jumped and landed on top of Johnny, and repeatedly hit him with his shield so hard that he was coughing up blood. Everyone saw what happened and Susan Storm and the Thing rushed to his side. Susan storm found a device and examined Johnny's body, his sternum was broken and one of his ribs pierced his heart, and bleeding internally.

"We have to get to him a hospital quick!" said the Thing.

"He won't make it." said Captain America.

"We can't let him die!" said Susan Storm, "this is my little brother, I can't watch him die!" Thing walked up to Reed and grabbed his collar.

"Reed this is all your fault! You sold us out for your own safety!" screamed Thing. Reed, could only stay silent, and then came up with an idea.

"There is a way." said Reed, "The properties within the Negative zone should theoretically keep Johnny alive."

"What are we waiting for let's do it!" said Susan.

"Only one condition." said Captain America, "I can't have you two working against me, either join the Avengers or you two both go with Johnny." Thing and Susan looked at each other and both knew what to do.

"We'll leave." said Thing, shocking Reed.

"Ben, Susan don't do this. This was Johnny's idea not yours. Please reconsider."

"No Reed. Just like how you decided to side with the murderer, we decided to do what we thought was right and sided with my brother." said Susan.

"Susan please…." begged Reed.

"We're done Reed. You made your decision, and so did we. The funny thing is, you may regret your decision for years to come, but we won't." said Johnny as he coughed up blood. Reed dejectedly turned on the teleporter and sadly watch the three walk inside without looking back.

"You okay Reed?" asked She-Hulk, Reed just stood quietly as Captain America walked up to him.

"I'm sorry Reed, and thank you for your sacrifice. Together we're going to save the world, for Sharon." The three walked away from the lab and went untouched as time passed. Reed devoted all of his time and energy to help support Captain America and the Avengers, refusing to step into the Baxter Building and refused to think about his family he left behind to save the world.


	9. Chapter 4: Green Goblin

Green Goblin was sneaking around all throughout New York, trying to lay low and figure out what was going on. He enjoyed seeing SHIELD going after Spider-man, but he knew this wasn't his home. He had heard about this Goblin Gang that was formed in his honor, and figured that was the safest place to be right now. He found the location thanks to one SHIELD agent who was very willing to tell him where it could be after torturing him, and then killed him. He arrived at the location and took a gander around him, he sees a graffiti of himself on the wall.

"Interesting, looks like I'm more famous than I thought." Spider-man was looking from on a nearby rooftop. He had been tracking Green Goblin this whole time thinking he may have something to do with him being in this new world. He swings down just as the train in the background passes by. Green Goblin hears the train going by, and turns to see Spider-man, and quickly threw a pumpkin bomb at him. The explosion goes off and it hits Spider-man in the face. "Pow right in the kisser." sad Green Goblin as he circles around Spider-man. He gets and is still a little groggy from the attack.

"Osborn...I don't know how...but I know you're behind this…." said a groggy Spider-man.

"Could you say that without taking a breath every five seconds?" taunted Green Goblin, "If you thought that was bad, wait till I break your neck!"

 **Fight 1: Green Goblin vs. Spider-man.**

Green Goblin leaps forward to hit with combo that consisted of two hooks to the face and kicked him in the gut. As Spider-man hit the ground, Green Goblin plants a Pumpkin bomb on the ground, and it goes off as Spider-man got up and he is in the air. Spider-man recovered in the air web-zips in front of Green Goblin and heel kicks him in the face and fires web-ball that hits him in the gut. Green Goblin, gets hold of a trash dumpster and throws it at Spider-man and it hits him. Green Goblin charges in, and then Spider-man pushes him back.

"If it helps, I'm more proud of you then I am with Harry." said Green Goblin.

"Like that'll help you win father of the year award." The two charged at each other and Green Goblin won the clash. Green Goblin calls his glider down and it tackles Spider-man and that knocks him out.

"And now my itsy bitsy little friend," said Green Goblin as he approached him with his pumpkin bomb, "we're going to have blast." He was about to deliver the killing blow until he saw Thor and She-Hulk, nearby. He quickly ran around the corner to hide, to watch everything unfold.

"Spider-man, it's been a while." said Thor.

"On your feet. Let's go." said She-hulk as she grabbed him by his head.

"Not now, just five more minutes…"said Spider-man. Thor had enough of him talking and punches him out, and takes him away.

"Here I am without a camera, that could've kept me entertained for days." said Green Goblin as he walked out of his hiding spot, "Now where was I before I was rudely…" He hears whisper and murmurs from behind him and it was the Goblin gang he had heard about. They were all in awe of the sight of the man they all worshipped. Green Goblin saw this and approached them to their new hideout. At the hideout he saw the rest of the gang giving him the adoration they believed he deserved. He went on stage to give them a nice speech,

"Hello Goblin Gang...now we all know the truth about what happened in Brooklyn. Captain America killed all of those people, and he then tried to kill me!" The gang all booed at the name of Captain America, "Now now, I admire what you all have done. Causing mass panic, disturbances, and generally pissing off Captain America. But let's think bigger." Everyone looked around, and then one member spoke up.

"Uh we have this pill that supposed to make us strong enough to fight." He tosses it to Green Goblin and Green Goblin examines the pill, thought it was safe and takes it.

"If this pill could make you guys strong enough to take on SHIELD. Imagine what we all can with this power. After all great power comes great responsibility and it would be irresponsible of us if we didn't cause more havoc and take down the Avengers!" Everyone cheered and celebrated with Green Goblin. Next thing they all knew there was an explosion and the wall behind Green Goblin collapses and SHIELD Agents charges in and shoots up the place. One of the gang members pulls out a device and activates it, letting the Secret Avengers know to come at once. One agent approaches him and shoots him up. All of the bullets just bounced off of him like it was nothing.

"Hmm I should be dead. Thank you miracle pill." Green Goblin snaps the agent's neck, and fights off multiple agents. In came She-Hulk, Scarlet Spider, and Crimson Dynamo. Crimson Dynamo sees Green Goblin and flies towards him and grabs his neck.

"Back from the grave? You should've stayed buried." said Crimson Dynamo.

"And miss out on all of this fun?" said Green Goblin as he places a small bomb on Crimson Dynamo's chest, and it goes off.

"I'm going to enjoy seeing Captain America deal with you."

 **Fight 2: Green Goblin vs. Crimson Dynamo**

Crimson Dynamo fired multiple missiles at Green Goblin, and he managed to dodge them all. Green Goblin then fired a green gas that momentarily stuns Crimson Dynamo, and punches in the stomach, uppercuts him, and he calls down his glider to tackles Crimson. He gets back up and his fists come flying out and punches Goblin in the face. The arms returned to Crimson as Goblin gets back up. Goblin dashed forward and does a leg sweep, this gave him time to pull out razor bats and threw at him. They all hit him, and Goblin goes in to finish the fight, however Crimson pushes him back.

"Don't you wish you had Stark's tech." taunted Green Goblin.

"Silence, I'm far more superior." said Crimson Dynamo. The two charged at each other and Goblin won this one. As Crimson got back up, Goblin leaps off the wall and lands behind and throws multiple pumpkin bombs and the explosion knocks him out.

"Careful, you will never find your bird like this." As he approaches Crimson Dynamo, She-Hulk throws one of the gang members at him and the body lands on top of him. Green Goblin tosses him aside and saw She-Hulk approaching him.

"How dare you walk around in that outfit! For that you are sentenced to death." declared She-Hulk.

"Death? Have you seen yourself, you are just green in envy."

 **Fight 3: Green Goblin vs. She-Hulk.**

She-Hulk picks up debris from the ground and throws it and Green Goblin and it hits him square on the chest. He gets back up summons Razor Bats and each one rain down from the sky and hits She-Hulk. She charges forward and delivers a clothesline, that sends him in the air and She-Hulk leaps up and does a powerbomb. Green Goblin gets up and calls down his Glider and instead of tackling She-Hulk, he gets on it, granting him more mobility and different types of weapons. He fired multiple bullets out of the glider and the bullet hit She-Hulk. He then fires multiple missiles as he flies around her. He then throws more pumpkin bombs on the ground and it all hits She-Hulk. He goes in with a kick, but she blocks it and pushes him off.

"Your honor, the prosecution needs to rest!" said Green Goblin.

"The prosecution will rest, with a fist upon your face." said She-Hulk, they charge at each other and She-Hulk was able to hit Green Goblin first. Green Goblin gets up quickly and grabs hold of her and places a bomb on her chest, and kicks her forward and the bomb goes off and she gets knocked out.

"Case dismissed." Green Goblin slowly walked up to her downed body, and pulled out a razor bat to cut her up. Scarlet Spider sees this from distance as he was beating up more gang members.

"Green Goblin." He charges after him and fires a web ball at his hand. The web ball knocks the razor bat out of his hand. Green Goblin sees Scarlet Spider charging after and threw pumpkin bombs at him. Scarlet Spider dodges every single one of them, and leaps in front of him.

"Ah the clone joins the Avengers, tell me are your lips nice and puckered for Captain America after years of practice with Spider-man?" said Green Goblin.

"Spider-man is a criminal just like you."

"No no I'm nothing like him."

"You're a hero?"

"Oh no no, far from it. Spider-man corrupts young minds, while I prefer to their blow them away."

 **Fight 4: Green Goblin vs. Scarlet Spider:**

Green Goblin jumps forward kicks him in the face twice. He then follows that up with pumpkin bomb to the face. Scarlet Spider gets up and fires a web-line and throws him across the room. Goblin gets back up and calls his glider and to tackle him. Scarlet Spider leaps forward and dodges the glider, but this leaves him open and kicks him in the gut and delivers a haymaker and throws another pumpkin bomb at him. He calls upon his glider and again this time it fires multiple bullets and each one hits him. He goes in for another attack, but Scarlet Spider pushes him back.

"Give it up, you're not as good as the original." said Green Goblin.

"You're right I'm better." They run towards each other and Scarlet Spider gets knocked away. Green Goblin wanted to end this and leaps forward to tackle Scarlet Spider to the ground. He calls his glider and he gets on it. He then fires a grappling hook that attaches itself on his feet, and the fly up into the sky. He lets him go and as Scarlet Spider falls to the ground, he follows him and fires his machine gun and each bullet hits him. Scarlet Spider crashes down to the ground and he leave him with a parting gift, more pumpkin bombs and the explosion knocks him out.

"Well that's the end of that clone saga." He was going to go in for the kill, but then his Avengers arrived to end the fight, She-Hulk leaps towards Scarlet Spider and carries him. Crimson Dynamo fires a missile to make a hole in the wall and the three made their escape. As the Avengers help round up SHIELD agents, Peter Parker, and Captain Marvel walks up to the one gang member that summoned them.

"You can turn that off now, Daredevil." said Peter, Daredevil finally takes off his Goblin gang mask.

"Thanks for showing up so fast, Pete." Green Goblin sees them, thinking it would be safer to be with them then it is to out on the streets, everyone tenses up when they see him.

"Hello everyone. What do we do know? Find a teleporter that gets us back home." said Green Goblin.

"Osborn!" said Captain Marvel as he grabs hold of him by his arm.

"Hey what's the big idea we are on the same side here!" Peter walks up to him, and examines him.

"Your eyes, it's just as deranged as his are." said Peter.

"Who you mean Captain America? His suck ups took Spider-man. Our Spider-man."

"So he didn't come alone." said Black Panther as both he and Thor approached him.

"If Spider-man's been captured we need to free him." said Thor.

"To do that, we need to complete our mission." said Spider-man

"You need my help on this Pete?" asked Daredevil.

"We could, but you're needed much more out here." said Peter, as he grabs hold of Green Goblin, "You're too dangerous to be running out in the streets." He webs him up and turns to everyone, "Daredevil continue to survey streets, everyone else head to the location we need to get out of here, SHIELD will be coming soon."

….

Back in the other reality, Captain America, Vision, Mr. Fantastic, and Iron-man are all gathered to discuss their next steps to rescuing their friends.

"So you found them." said Captian America, "a parallel dimension...Now how do we get there?"

"That's the beauty of this plan," said Iron-man, "we don't have to go, we pull them here."

"That way we don't have to risk sending more Avengers." said Mr. Fantastic.

"Great, now how do we do that?" asked Captain America.

"With this." said Vision as he pressed a button to show a hologram of their teleporter. "We use the infinity stone on my head we could rewire the teleporter with the stone and we can pull them out."

"Well then what are we waiting for, let's do it."


	10. Chapter 5: Hawkeye

The Avengers made it to Peter's old neighborhood. They saw heavily guarded the area was, and everyone except for Peter were surprised by how guarded this neighborhood was. Hawkeye fires one of his arrows to deactivate a one of the towers in order to take down the forcefield. Peter walks to the said tower in order to deactivate the rest of the towers, the other Avengers all look at each other and wondered what could've happened in this world that would make Captain America block off a neighborhood in Queen.

"You must have thrown one crazy block party." Joked Hawkeye as he looked around the area. The neighborhood was empty, not a single person in sight. There are no cars on the road or in the driveway. As he continued he notices more houses destroyed and pummeled., "Captain America did all of this?"

"Nah, I'm not brave enough to host a block party." said Peter, "Steve also exposed my identity to the world and made me a non-person and the most wanted man on Earth."

"Still, I can't believe Steve lost it this bad. Even after what Osborn did." said Captain Marvel.

"In his mind, he destroyed Brooklyn." said Peter.

"I'm not following, what?" said Thor.

"Green Goblin somehow made Steve believe he stopping Crossbones from nuking Brooklyn...but it was Sharon." Everyone looked shocked at this, they knew how crazy Osborn was especially dealing with Spider-man all these years, but something like this. "He linked the nuke to Sharon's heartbeat. And when she and the baby died, Brooklyn died with them.

"Captain America was vulnerable, probably the first time in his life." said Black Panther.

"His fear won out." said Captain Marvel.

"Hawkeye died trying to explain that to him." said Spider-man in a sad tone.

"Alright moving on." said Hawkeye as that last comment made uncomfortable. "So what's with all of this security? I mean what more could to this place?"

"Steve has become more paranoid over the years, he suspects I have something here that could stop him." said Peter.

"He's not wrong there." said Hawkeye.

"We need to survey the area, make sure it is safe. Panther you're with me. The rest of you will check out my house."

"That's a great plan and all, but why split up?" asked Hawkeye.

"My house is protected by automated sentry guns and you three are most suited to take them out." said Peter.

"Uh question, why not Black Panther and I switch?" asked Hawkeye, "I mean all I have is a bow and arrow, and he is covered in vibranium."

"We need to take those sentry guns out silently, and you are the only able to do that." said Spider-man, "and you are more than just an archer, you are an Avenger."

"Hmph with a praise like that, who am I to question that." said Hawkeye with a smile. "Alright, operation Thunder, Hawk, Kree...whatever...is underway." The team split up and went off to their respective areas and proceeded with their mission.

The three made it to Peter's house and Hawkeye took out all of the sentry guns. They slowly walk up to the house, and they hear a loud stomp getting louder, and louder. The next thing they knew Thor gets knocked out by an energy beam. Captain Marvel and Hawkeye look over and it was Moonstone and Rhino.

"Let's take them out Rhino." said Moonstone, and Rhino starts to charge at them.

"Oh crap…" Captain Marvel dodged out of the way, and Hawkeye leaps on top of Rhino and continually hits him with his bow against his head, and thanks to the pill he pulls him down to the ground, and slams his bow across the back of the head. Rhino gets back up, ready to take out Hawkeye.

"I've always wanted to kill an Avenger."

 **Fight 1: Hawkeye vs. Rhino**

Hawkeye fired multiple arrows at him rapidly, and each one hits Rhino in the chest. Rhino rushes at Hawkeye, and Hawkeye fired another of his arrows, while it hit Rhino it didn't faze him and runs over Hawkeye. Hawkeye slides backwards, and gets back up and fires another arrow that wraps Rhino and he was unable to move. Hawkeye charges forward and smacks him with bow and causes a wall bounce. He then follows that up with aerial combo and ends it with smack down to the ground. He then goes in to end the fight, but Rhino pushes him back with one arm.

"I'll turn you into mincemeat!" screamed Rhino.

"Really, that's your best insult?" smirked Hawkeye, the two run towards each other and Hawkeye emerged as the victor. Hawkeye used his bow as a pole and leaped forward kicking Rhino in the face and knocking him out. "The indestructo pill worked like a charm." He turns his back to see Moonstone knocking Captain Marvel out. He then hears Rhino slowly getting back up. "Oh hell...Thor take care of him will ya." Thor flies towards Rhino and takes him as far away from the place as possible. "You two have fun up there. Be back home by daylight." Hawkeye spots Moonstone trying to surprise him with an attack. He rolls out of the way and hits across the face with his bow. "That's not very nice.

 **Fight 2: Hawkeye vs. Moonstone.**

Hawkeye fires eight arrows repeatedly at Moonstone, as she fires her energy beam. The two attacks cancel each other out and Hawkeye slid towards Moonstone knocking her down. He quickly turns around just as she was getting back up. She flies towards him knocking him over. Moonstone picks up a car nearby and throws it at Hawkeye. He then just leaps over it and whacked across the face so hard that it send her flying and colliding with houses, and incoming traffic and then gets sent flying back by giant semi truck. Hawkeye charges forward to take her out, but Moonstone fires a small blast of energy blast to push him back.

"What were they thinking having an archer on the Avengers?" mocked Moonstone.

"Says the one who uses a rock." retorted Hawkeye, the two charged at each other and collided with Hawkeye and he came out on top. He gets in her face and twirls his bow around hitting her face and then whacks across the face his bow and knocked her out. "Thought that might keep you grounded." Thor floats back down after he dealt with Rhino, at the same time Black Panther and Peter came back.

"Did I miss anything?" asked Thor.

"Nah just me winning. How's Rhino?" asked Hawkeye.

"He thought he could take on a God, so I showed him my true might of Mjolnir."

"You didn't Thor…" said Captain Marvel.

"Rhino could stand toe to toe with the Hulk, he'll be fine." said Peter, "It won't be long before Steve finds out about this, let me get the device." Peter runs to this room and searches for his device. He comes back out and on it was a makeshift lock that has five handprints. "Everyone place your hand on it so I can open this thing. Everyone was a little weary, but this was this world's last and best chance of stopping the Regime. One by one each one placed their hand on it the device opens and inside was the gene cleanser and a long range weapon.

…

Back in OsCorp, Steve Rogers was able to find time from his duties to have a chat with Harry Osborn. There was a lot to discuss about, the increased development of the Super Soldier pills, and the new duplicates that have been appearing. Steve wanted to see if Osborn can help him in anyway possible.

"So you need some sort of scanner to help identify these duplicates?" asked Harry.

"Exactly." Steve pulls out a usb drive and hands it over to Harry, "This is the data from the duplicate Spider-man I'm holding at Rykers Island." Harry reaches for the drive and pockets it.

"That's helpful, but it will still take at least a few weeks to develop a scanner."

"You'll figure it out. I trust you." Steve begins to walk out of Harry's office, but stops short and was in deep thought.

"Is something wrong?" asked Harry.

"Yeah everything is fine." Said Steve, "It's just do you think there's a Sharon where these duplicates came from?" Harry thought about a way to answer his question, that wouldn't jeopardize Peter's mission, and put the other universe in danger.

"There was only one Sharon." Steve thought about what he said silently left Harry's office.

…...

Hawkeye looked amazed at the device, here it was the weapon that was going to save the whole world, hidden underneath someone's bed. "Amazing, how did you hide this from the Avengers all these years?" asked Hawkeye.

"Yeah one would think Steve wouldn't have left no stone unturned." said Black Panther.

"Steve demanded that no one to lay a finger on this house, out of respect for Aunt May." said Peter.

"I see there is still some good in him." said Thor.

"Yeah too bad he was the one behind her murder." said Peter in a grim tone of voice and shocking everyone.

"You must have gone through a lot of trouble to keep this from us." said Captain Marvel, "But I don't blame you seeing how far our other selves have fallen."

"Don't be so hard on yourself," said Peter, "I'm your Spider-man did the exact same thing." This again surprised everyone. The friendly neighborhood Spider-man, would go so far to develop something like this, without letting any of the Avengers know about this. "This wasn't an easy call for me to make. So with Tony's help we developed a lock that only opens by simultaneously collecting DNA samples from the Avengers. And with this world's Hawkeye dead, and well everyone else backing Steve's insanity, I had to pull you guys out of Kansas and into this wonderful world of Oz." Everyone hears a rumbling going on nearby, and it got louder by the second. Peter quickly went somewhere to hide the device. To their shock it was this world's Captain Marvel, and the one being they never expected to be a part of the Avengers, Doctor Doom.

"It can't be….you…" said Captain Marvel.

"Let your guard down at your own peril." Doctor Doom flew towards Captain Marvel and tackling her. Thor and Black Panther followed Doctor Doom leaving Hawkeye to deal with Captain Marvel. He fires an that goes above Captain Marvel's head and the arrow explodes knocking her down.

"You shouldn't feel insulted that you're only facing me. You couldn't even beat me if you wanted." taunted Hawkeye.

"Our Hawkeye was just as Brash."

"I bet he was just as handsome."

 **Fight 3: Hawkeye vs. Captain Marvel**

Captain Marvel flew towards Hawkeye and grabbed his neck and flew up in the sky and threw down and fired an energy beam at him. Hawkeye gets back up and switches his normal arrows for an explosive one and fired multiple arrows at her, each landed on her and it exploded upon impact. He then switched to his ice arrow and fired an arrow at Captain Marvel, and she was frozen solid. He approaches and spins bow across her face, and ended it with a strong whack across the face. She bounces off of a nearby car and Hawkeye uses his bow as a pole and uses it to help him do a flying kick. The kick lands on her face, and she gets sent to the ground. Hawkeye again goes up to her to hit her, but she uses a small energy spark to create space.

"I'll enjoy killing you again." said Captain Marvel.

"Girl you got problems." said Hawkeye, The two charged at each other, and Hawkeye emerged victorious. Hawkeye got close to Captain Marvel and grabbed her, he placed an explosive arrow on her chest and pushed her away and the arrow explodes, knocking her out. "You're not brash if you can back it up."

As Hawkeye was fighting Captain Marvel, Doctor Doom who was fighting off the rest of his Avengers. He was able to knock out Black Panther with a powerful energy beam. Everyone all charged right in but Doom created a giant energy wave that took out everyone else.

"Should've seen that one coming…" said Hawkeye as he shaked his head in disbelief.

"Hmph, only the archer remains." said Doom in a dismissive tone of voice.

"Yeah well, I'm the one to beat."

 **Fight 4: Hawkeye vs. Doctor Doom**

Doctor Doom fires an energy blast that hits Hawkeye in the chest and that knocks him down. He gets back up and slides towards Doctor Doom and that knocks him down. He leaps into the air slightly, and slams his bow down to a ground like hammer, which causes Doctor Doom to bounce off the ground and as he came down Hawkeye twirled his bow around and knocked him away with a giant swing. Hawkeye fires multiple arrows at Doom, but Doom summons rocks on the ground and the rocks all spin around him, creating a barrier around him and flings all of the rocks at him. Hawkeye fires an piercing arrow that goes the rocks and hits Doom. Hawkeye goes straight towards Doom, but Doom pushes him back.

"All shall bow before Doom." said Doom.

"Leg is cramping, can't bow." The charge at each other and Hawkeye was sent flying back. Hawkeye had to end this fight now, and had only one shot at this. He leaps in the air and fires an smoke that creates a smokescreen. Then he fires an arrow in the air and and a capsule breaks and a thousand arrows rain down on Doctor Doom. Then Hawkeye then fires another arrow and it explodes upon impact, and to finish it off, he fires an arrow with a boxing glove on the tip and the arrow punches out Doctor Doom.

"And Doomsy makes four." Peter gets back up and checks on the weapon. He opens the case and finds he weapon to be damaged.

"Damn." said Peter as he examined the weapon.

"Can it be fixed?" asked Thor.

"The gene cleanser is intact, but the device itself is beyond repair."

"Looks like we'll need some help." said Hawkeye.

"Even with Harry's help, we don't have the time or the resources to build a new one quickly. Just my luck." said Peter. He quickly closed the briefcase and walked off. The Avengers saw the look on Peter's face, something that they haven't seen before, hopeless.


	11. Chapter 6: Vision

Iron-Man, Mr. Fantastic and Vision have been working tirelessly on their new dimensional teleporter. It took some time but with their combined efforts they were able to get it done. They couldn't spend anymore time on construction. For all they knew their friends all could be on the verge of death. Tony was making the finishing touches.

"Is it ready?" asked Captain America.

"It's as ready as it will ever be." Said Iron-man, "Systems are online, and Vision is linked up."

"You sure this is going to work?" asked Captain America.

"Of course I'm sure. Reed and I ran the numbers, with Vision as the power source what could go wrong?." He walks over to the computer and activates the teleporter. The gem on the Vision's forehead starts to glow. Everything starts to collapse and the energy output was too much for the machine to handle, and Vision was struggling to keep everything in place.

"Shut the machine down!" said Captain America.

"No it's okay." said Vision, "I can handle this, we can get through this." The energy field then engulfs Vision as he embraced himself thinking it would harm him. Instead, he was teleported to the same dimension as the other Avengers were taken to. He looks around and he finds himself inside some sort of cave. He explores his surroundings to find out more about where he was. "How wonderful. I don't know if I should congratulate Mr. Stark with his teleporter, or kick his…" He then hears voices from a distant and he heads towards it. He slowly approaches the empty Secret Avengers HQ and he soon spots Harry Osborn with Deadpool discussing.

"Right let's wait for the others so can we plan our next attack on Captain America." said Harry.

"That's all I needed to hear." said Vision. He then flies towards the two and shoots energy beams at them. Wade pushes Harry out of the way and he then rolls out of the way.

"You have a very loose definition of quiet, and secure." said Wade Wilson.

"Whatever just keep him busy, I'll reach out to the others." said Harry as he runs off. Wade Wilson pulls out two pistols and fires at Vision. He just floats in place taking in the bullets as if they were nothing.

"I was hoping we would avoid this meaningless fight." said Vision.

"That's blasphemy!" said Wade Wilson, "All fights are necessary. Especially the ones for freedom and tacos!"

 **Fight 1: Vision vs. Wade Wilson**

Wade charges forward with his katanas and slices Vision. Vision blocks the two attacks and hits him with his left and right fists and fires an energy beam from his forehead and Wade gets knocked back. Vision flies towards Wade, tackling him to the ground. Wade throws a couple of grenades hitting Vision and he is sent in the air. Wade dives forward and does an air juggle knocking Vision around. Vision quickly gets back up turns intangible and dives down to the ground and uppercuts Wade and fires a powerful energy chases after Wade, and Wade just pushes him back.

"You better wear a hat, because Thanos is coming!" said Wade.

"Don't be foolish." said Vision. The two charged at each other and Vision was able to punch Deadpool. Deadpool gets back up and Vision phases underground and comes back up to deliver an uppercut knocking him out. "That'll quiet you down for a bit." Vision then gets hit from the side by Harry sporting a new suit resembling his father's, but different enough to make the suit his own.

"What do you think Vision? Like my father's but only better." said Harry as he floats down with his glider.

"So you decided to make yourself more like a madman." said Vision.

"He was a psychopath and nothing justifies what he did in the past, but he is still my father and anything to get under the Avenger's skin is what I'm all about." He then gets off of his glider and prepares to fight Vision.

 **Fight 2: Vision vs. Harry Osborn**

Vision dashes forward and does a three hit combo and lifts up the table in the background and slams the table against his head. Harry gets back up and calls his own makeshift glider down and tackles Vision. He gets back up and phases down to the ground, comes up and gives an uppercut and then grabs Harry by his ankles and throws him back down to the ground. Harry gets back up and calls upon his glider again and the glider fires bullets rapidly at Vision. With Vision preoccupied with the gunfire, Harry charges forward and delivers a swift and powerful kick to the face and Vision bounces off the wall and then gets hit by a pumpkin bomb. Vision got back on his feet and dashed forward to deliver a combo that ended with a strong punch that made Harry bounce off the wall and then leaps up and throws him down to the ground. Vision approaches Harry, and then Harry pushes him.

"You're father put up more of a fight." said Vision.

"I'm nothing like my father." said Harry. The two charge at each other, and Vision knocks Harry back. He then grabs Harry and flies up and throws him back down to the ground, knocking him out.

"Your design has some flaws." said Vision. The heroes all heard the commotion quickly ran to the source. They saw Vision standing, while Harry was lying on the ground. Captain Marvel, Thor and Black Panther run over to help Harry up on his feet, as Hawkeye and Peter approach Vision.

"At ease Vision." said Peter.

"Spider-man?" asked the confused Vision.

"Welcome to the Twilight Zone." joked Hawkeye. Vision examined Harry Osborn, Wade Wilson, the area, and Peter Parker. It was clear that he was not in his own universe.

"I see. What is going on?" asked Vision.

"It's a long story." said Peter.

….

Back in Peter's old home both Captain America and Captain Marvel were investigating Aunt May's old house. The security system alerted them of an intruder, and Captain America, despite how far he had fallen, still wanted to respect Aunt May and rushed over as quickly as possible and made sure no one touched anything. His team told him that Peter Parker and the duplicates were the ones behind the mess. Captain Marvel was only confused as to why the Secret Avengers did what they did.

"He took a big risk coming back here. Why?" The two continued to search the area until they found an empty briefcase. Steve Rogers knew what this was and had to put a stop to this immediately.

"We have to flush them out. Now." Ordered Steve Rogers.

….

Back in the Secret Avengers base Vision was examining the device and the gene cleanser. The Avengers were hoping that he would be able to repair the device in time to take down Captain America.

"Alright, I'm no Stark or Reed." Said Vision after examining the device, "but if we head back to our reality we can fix this without any problems."

"And come back with the rest of the Avengers." said Thor. This gave everyone in the room hope and got excited to head back home and come back to save this reality.

"Well what are we waiting for let's rev up…" said Harry but he was cut off by Peter walking in the room.

"There's no time, have a look." He turns on the screen and there was a press conference with Steve Rogers making a critical announcement.

"Five years ago today a tragic event cost the lives of millions. Overwhelmed by guilt for the part he played in the destruction, he was driven mad." Steve did his best to contain his emotions, but he had to be strong in order to get through with this statement, "He became an agent of chaos; an enemy of peace and security. But the leader of the Secret Avengers will pay for his crimes. At 6 pm local time, Peter Parker will be executed at Rikers island. May God have mercy on his soul." The press conference ends and everyone in the room, couldn't believe what they saw. Spider-Man, their Spider-man is going to be executed in a few short hours.

"Getting you guys back home to Kansas will have to wait. Saving your Spider-man just became first priority." said Peter.

"It's a trap." Said Black Panther.

"What else is new?" said Peter sarcastically.

"Well we can be sneaky about it." said Vision.

"Sneaky how?" asked Black Panther.

"Avenger's Tower. If I can reconfigure the teleporter to take us back here then we should be able to rescue Spider-man." said Vision.

"That's going to be tough." said Harry, "Rikers Island is covered in the dampening field, we won't be able to teleport directly inside the place."

"It only covers the building." said Captain Marvel, "We just need to get him outside."

"We'll need a diversion, to keep the Regime occupied." said Thor.

"T'Challa, you can get the Dora Milaje." Said Peter, "My spy there told me some Wakandans are not happy with Steve's rule."

"Sounds good." said Vision, "I'll head over to the tower and hack the teleporter, just let me see what this reality's version of me looks like and I can make myself look like him." Vision sees the image of himself from this reality.

"Oo, oo!" said Deadpool swinging his arm around, "Can I come! I can distract everyone with my charm and wit." Everyone just stares at Deadpool in disbelief. Everyone knew that Deadpool is too insane and reckless to be trusted with any mission. That is of course anyone would be willing to put up with his mouth. They were able to put up with Spider-man, but Deadpool is in a different league. Peter sensed everyone's discomfort with Deadpool getting involved and stepped in.

"Deadpool may be...well he actually does talk like an idiot. But he is dedicated to this mission and wants to play the role of a hero. Besides the only way to reach the tower safely is to go through the NYC sewage system." said Spider-man.

"Really?" said Hawkeye, "That's like the most cliche thing I've ever heard."

"If it works, it works." said Peter, "Besides if you get discovered, someone needs to be there to bail you out." Vision turns to look at Deadpool who is waving a foam finger that says Team DeadVision #1. Vision just shakes his head in disbelief.

….

Vision made it inside the Avengers Tower, while Deadpool looked on from a rooftop with binoculars and a headset to communicate with Vision on a secure line.

"You see anyone?" asked Vision.

"I see a giant tool floating typing stuff." said Deadpool.

"I think you're talking about me." said Vision.

"No no, you are on the other side of the tower, oh wait someone is coming. Want me to take her out?"

"No I got this." He turns to see Black Cat walking towards him and floats over to her direction, hoping that she would be too busy to talk to him. Black Cat suspected something was different. She didn't know what it was, but something was off about Vision. She had to investigate.

"Hey there handsome~" She put her arms around him and caressed his chest, "Are we still on for tonight?" Vision was confused by how forward Felicia is. He knew that she knew that he was with Scarlet Witch, and as far as he knew Felicia still had feelings for Peter. But then again, this was a new reality so it is possible that they are dating. He didn ́t like it, but for the sake of the world he had to do reciprocate her advances.

"Sorry, change of plans. Got new orders from the higher up." said Vision.

"When has that ever stopped you" said Black Cat. Vision then tentatively put his arms around her waist.

"The two got close and then Black Cat stopped as she got closer to his lips.

"Yeah we had some wild times." Black Cat stopped and smiled.

"We never had wild times," She threw down on the ground, she somehow found out that Vision was from another universe. "Let's find the off button."

 **Fight 3: Vision vs. Felicia Hardy.**

Felicia fires a grappling hook at Vision and pulls him towards her, and at the same time she leaps forward and kicks him in the chest. Vision gets back and picks up a cleaning robot and throws it Vision. He leaps up and fires an energy beam at her chest. He dashes forward and hits her twice and kicks her in the stomach. He picks up another cleaning robot and slams it on top of Felicia. She gets up, kicks him in the stomach and does a front flip kick and kicks him in the chin. Vision phases down to the ground and delivers an uppercut. He comes close to Felicia again and then Felicia pushes him back.

"Don't you want to play with this kitty?" asked Felicia seductively.

"Wanda is everything to me." replied Vision. Both rushed at each other, and Vision threw his punch a little harder then Felicia, and she gets knocked back. Vision flies towards her and grabs her by the neck and flies up in the air and slams her down to the ground. "I'm still turned on." Vision walks away, but gets from behind by an energy beam.

"Vison to Captain Marvel, I found the duplicate." said Regime Vision

"Understood, sending reinforcements now." said Captain Marvel via communicator. However, this was not this universe's Captain Marvel, but from the other universe. Harry Osborn was able to hack the communications and provide Vision with time to complete the mission. Vision fired his energy beam at his counterpart, and his counterpart did the same. The two engaged each other in a beam struggle, and it ended in a stalemate.

"For real, let's fight like men." said Vision.

"Fine by me." said Regime Vision.

 **Fight 4: Vision vs. Vision(Regime)**

Regime Vision quickly flew towards him and punches Vision in the face. Vision gets up and phases down to the ground and phases back up in front of Regime Vision and uppercuts him in the chin. Regime Vision does the same thing and follows up his attack by firing an energy beam at Vision and sends him crashing to the ground. Vision quickly grabs a cleaning robot and throws it at Regime Vision, he then phases down and appears behind Regime Vision. The robot hits him and Vision punches him and turns it into a combo. Vision the grabs his regime counterpart flies up in the air and throws him down to the ground. Regime Vision gets up and pushes Vision back.

"I'm shutting you down." said Regime Vision.

"You know that's not possible." said Vision. The flies towards each other and Vision came out on top. He saw that he was almost down for the count so he decided to end this right now. He flies towards and grabs his throat and uppercuts him so hard that he goes flying towards the air. Vision catches up to him and punches him across the face multiple times. He then hammers him down and ends the fight with an energy beam that hits him square in the chest.

"Definitely not a good look for me." He walks up to the unconscious Regime Vision and Deadpool appeared to walk alongside him.

"Looks like you found the giant tool floating." said Deadpool as he kicked Regime Vision in the face.

"Why are you fighting against the Regime." asked Vision, "I figured that Steve would've given you a lot of money to fight for him." Deadpool looks down and hard at Regime Vision, recalling everything that happened the past four years.

"I don't have a single reliable memory of me before I wore this mask. I've had everything taken away from me. I don't have many friends or make many new friends." Flashes of what happened to the X-men flashed before his eyes. Seeing the dead bodies of the few friends he had on the X-men, and him cradling the dead body of Gabby Kinney in his arm and crying out to her to wake up was burned into his memory and something he'll never forget. "With the few I have left standing, I won't let Captain America take them away from me." He walks off and Vision follows him, wondering what could have happened to make him sound sane.


End file.
